Second World War - Despatch covering 10th August 1942 to 13th May 1943 [No.38196]


Supplement to The London Gazette of Tuesday, the 3rd of February, 1948. Published on Thursday, 5th February, 1948. The War Office, February, 1948.

The following Despatch was submitted to the Secretary of State for War on the 23rd May, 1947, by HIS EXCELLENCY FIELD-MARSHAL THE VISCOUNT ALEXANDER OF TUNIS, K.G., G.C.B., G.C.M.G., C.S.I., D.S.O., M.C., former Commander-in-Chief the Middle East Forces and Eighteenth Army Group.

PART I. THE CONQUEST OF LIBYA Situation in August 1942

The summer months of 1942 formed the most critical period in the history of the war on all fronts. They witnessed the greatest exertion of strength, both on the part of the European Axis powers and of the Japanese, of which our enemies were ever capable and when these great efforts were nullified by the Allied victories of that winter, although it was clear that the struggle would be hard and long before complete victory could be attained, we could feel confident that the possibility of an Allied defeat had now been excluded. It was a tremendous change in the whole climate of the war from the days when the Japanese were hammering at the eastern gates of India, the German armies in Russia were lapping round the northern bulwarks of the Caucasus and a tired and battered British army turned at bay among the sandhills of El Alamein, only sixty miles from Alexandria.
At the centre of these three thrusts stood the British Middle East Forces. For over two years this small but battle-hardened army had stood on guard at the centre of communications of the three great continents of Europe, Africa and Asia. It was originally intended as part only of a larger Anglo-French force, under command of General Weygand; but with the defeat of France and the entry of Italy into the war the defence of the Middle East had become a purely British responsibility and the forces commanded by General Wavell [*Now Field-Marshal The Earl Wavell, P C., G.C.B, G C.S.I , G C I E, C M.G., M.C.] and, later, by General Auchinleck [*Now Field-Marshal Sir Claude J E. Auchinleck, GCB, GCIE, CSI, DSO, OBE, ADC], were in the nature of a beleaguered garrison, connected with the mother country by a perilous sea route of twelve thousand miles. During those two years the garrison, though always outnumbered, had made many sorties; northwards to clear up their defensive flank in Syria, Iraq and Persia, southwards to overrun the Italian Empire in East Africa and safeguard the vital life-line through the Red Sea and, above all, westwards to destroy the closest enemy threat to their positions and to lay the first foundations for the reopening of the Mediterranean. Twice these westward sorties had cleared Cyrenaica and twice the call of other theatres, the Balkans in 1941; and the Far East in early 1942, had robbed us of the strength to exploit further or to retain our conquests. On the second occasion the simultaneous reduction in our strength and increase in the enemy's had been too great and before the necessary reinforcements in men and, above all, in tanks could arrive the enemy had taken the offensive, defeated the Eighth Army at Gazala and Tobruk and driven it back to El Alamein. There it stood and, on the critical day of 2nd July, defeated the enemy's most desperate efforts to break through. By this stand the survivors of the old Desert Army gained the vital time necessary for the arrival of the fresh divisions and improved tanks which were to turn the scale of battle.

I arrived in Cairo by air on 8th August, 1942 and on the morning of the same day I had a private interview with the Prime Minister, Mr. Winston Churchill, and General Sir Alan Brooke, [*Now Field-Marshal The Viscount Alanbrooke of Brookeborough, K G, GCB, O.M, DSO] Chief of the Imperial General Staff who had arrived there from Moscow some days previously. At this interview I was notified that I was to assume command of the Middle East Forces. Shortly afterwards I was informed that my commitments were to be reduced by the creation of a separate command, to be known as Persia and Iraq Force, which would assume responsibility for defending the northern frontier of the Middle East block against the threat from the German armies in the Caucasus. I remained responsible for the defence of Syria, Palestine, Trans-Jordan and Cyprus but the threat of a German advance through Anatolia was now considered remote and it was reasonably certain, at the worst, that Germany would not present an ultimatum to Turkey before the spring of 1943. I was free, therefore, to concentrate all my attention on the threat to Egypt from the west and my task is best described in the words of the Directive, written in his own hand, which the Prime Minister handed to me at a subsequent interview on 10th August:

"1. Your prime and main duty will be to take or destroy at the earliest opportunity the German-Italian Army commanded by Field-Marshal Rommel together with all its supplies and establishments in Egypt and Libya.
2. You will discharge or cause to be discharged such other duties as pertain to your Command without prejudice to the task described in paragraph 1, which must be considered paramount in His Majesty's interests."

I assumed command of the Middle East Forces from General Auchinleck on 15th August. I selected as my Chief of General Staff Lieut.-General McCreery who had been my GSO1 when I commanded 1 Division at Aldershot and in France in 1939 and 1940. His scientific grasp of the whole sphere of military matters made him of the greatest assistance to me throughout my period of command in Africa. My General Headquarters continued to be located in Cairo, but I established an advanced Tactical Headquarters at Burg el Arab, [*General Catroux, when he spent the opening night of the Battle of Alamein with me there, suggested we might rename it "La Belle Alliance"] adjoining the Headquarters of the Eighth Army. My predecessor had, as a temporary measure, assumed personal command of Eighth Army but it was intended that he should be succeeded in that capacity by Lieut.-General Gott, previously General Officer Commanding 13 Corps. Before he could assume command the aircraft in which he was flying to Cairo was shot down by enemy fighters over its airfield and he was killed by machine-gun fire on the ground while assisting the rescue of the other occupants. General Gott had been in every battle in the desert since the beginning; he had commanded 7 Support Group in the first campaign, 7 Armoured Division in 1941 and 13 Corps since February, 1942. It was particularly tragic that, having survived the early days of triumph and disaster when skill and endurance alone could be thrown into the balance against the inadequacy of our resources he should now be robbed of the chance of the high command he had so well deserved at a
moment when the balance of power had at last swung favourably to our side. I was fortunate in being able to replace him at once by Lieut.-General Montgomery, [*Now Field Marshal The Viscount Montgomery of Alamein, KG, GCB, DSO.] who arrived in Egypt on 12th August from the United Kingdom. General Montgomery was an old comrade in arms from the French campaign and had served under me in Southern Command in 1941; I well knew his capacities as an inspiring leader and an outstanding trainer of men. He soon won the confidence and the affection of the men of the Eighth Army, many of whom, in particular the newly arrived formations, had already served under him in England. He rapidly made himself familiar with the situation in the desert, and by his frequent visits to the various units disposed along the battle front he brought to all ranks the inspiration of his cheerfulness, enthusiasm and confidence.

The Alamein position had been constructed in 1941 though it had been recognized long before that as offering the best defensive line in the Western Desert. Its strength lay in the fact that its southern flank could be covered by the Qattara Depression. This is the dried-up bed of a former inland sea which stretches from the neighbourhood of Siwa oasis, on the Egyptian frontier, to end at a point about a hundred and sixty miles north-west of Cairo and ninety miles south-west of Alexandria; the bed of the depression consists of quicksands and salt marshes, almost everywhere impassable even for a loaded camel, and on the northern side it is surrounded by steep cliffs which descend precipitously from an average height of over six hundred feet above to more than two hundred feet below sea level. At its eastern end the depression approaches to within about forty miles of the coast of the Mediterranean which here has a southerly trend in the large bight known as Arabs Gulf.
This was, for the desert, a very short line and it had the enormous advantage that it could not be outflanked to the south which was true of no other position we had ever held. [*It was not practicable to pass a force through the desert south of the Qattara Depression to reach, the Nile Valley through the Fayum, the Germans sent a reconnaissance detachment this way, organized by the Hungarian traveller, Baron Almassy, but it was detected and secured by us.] The prepared defences, which had been constructed by 2 South African Division, were based on four defended localities: at El Alamein itself on the coast road, Deir el Shein, Qaret el Abd and the Taqa Plateau on the edge of the Depression. [*El Alamein, after which the line and the battle were called, is nothing but a halt on the Desert Railway to Mersa Matruh The name, which is descriptive as are most names in the desert, means "the twin cairns" Deir means a depression, of which there are several small examples between the main depression and the sea, Qaret el Abd means "the hill of the slave."] These four strong positions, thickly surrounded by minefields and wire entanglements, with prepared gun positions and cleared fields of fire, extended right across the belt of good going from the Mediterranean to the Depression; but when I arrived in Egypt only one was still in our possession, the so-called Alamein "box". The last success of the German drive into Egypt, on 1st July, had been the capture of the Deir el Shein position. The loss of this position had opened a great gap in the line as planned. It seriously isolated the much stronger fortress of Qaret el Abd, held by the New Zealand Division, and the latter had therefore to be abandoned; as a result the position on the Taqa plateau had also to be evacuated, largely owing to the fact that there was no source of water within the position and even a temporary isolation would have meant inevitable surrender from thirst.
The line, therefore, on which the enemy was finally halted was not the Alamein line as it originally existed; only in the extreme north did we occupy the prepared defences. More serious to all appearance was the fact that our left flank no longer reseed on the Depression; instead it had been taken back to a point just north-west of Qaret el Himeimat, a conspicuous peak from the neighbourhood of which a track, known as the "Barrel Track", led direct to Cairo. This track had been reconnoitred before the outbreak of hostilities in the desert and, before the construction of the desert road from Cairo to Alexandria, it had been the principal route from Cairo to the Western Desert. Fortunately its surface proved worse than had been expected and it was badly cut up by the large numbers of supply vehicles which had used it during the operation so that our left flank though not so impressively protected as had been intended, proved firmly based. Between the sea and the Barrel Track the country over which our defended line ran was a bewildering mixture of ridges and depressions with many patches of soft sand providing some of the worst going our forces ever encountered in the desert. The shore line was fringed with salt marshes inland from which, in a narrow strip of less than two miles, the road and railway from Alexandria to Mersa Matruh ran parallel to each other.

Just south of the railway, we had extended our front in July beyond the original line by a westward thrust which had captured the two small ridges of Tell el Eisa and Tell el Makhkhad. From this salient the line bent back south-easterly to the perimeter of the Alamein position. Twelve miles south of the shore line rise the slopes of the Ruweisat ridge, a long, narrow elevation about two hundred feet above sea level; at its western end it runs almost due east and west but as it extends eastwards it increases in height and alters its course slightly to north-east, pointing towards El Imayid station, fifteen miles east of El Alamein. It offers an avenue of reasonably firm going, outflanking the Alamein position, and it was here that the decisive battle of 2nd July had been fought; as a memento of that battle the enemy still held the western end. From here to the south our line trended roughly south by west over ground mainly flat but interrupted here and there by steep-sided depressions of which the Deir el Munassib was the most important. In rear of this part of the front, south-east of the Ruweisat ridge, was a second and higher ridge trending in a north-easterly direction called, from the cairn on its highest point (four hundred and thirty feet), the Alam el Haifa ridge. A strong position for a brigade had been built on the ridge in July defended by wire and minefields. From this position we could command the country to the south, if the enemy, however, succeeded in occupying it, it offered him another corridor of good going by which he could outflank all our positions to the north and drive direct on Alexandria.

In July the, initiative had passed to Eighth Army and three attacks on various parts of the line had caused the enemy to disperse his forces and gained us time to improve our own defences. This was the more vital since when these attacks failed it became obvious that the enemy would take the offensive once more. He was quick to recover from the disorganization caused by the rapid advance from Gazala and the scrambling and incoherent battles of July and for the moment his build-up, particularly in tanks, was faster than ours, the construction of defences was therefore our main preoccupation. The front was covered by a triple minefield from the coast almost to the Taqa plateau. A number of positions were built behind this but their weakness was that, except in the north where we still retained part of the old line, they had been hastily prepared and were not dug deeply enough. More serious was the fact that our mobile reserve was small. In the desert a string of positions, however strong, can be rendered useless unless the defence possesses a mobile, reserve strong in armour which can manoeuvre round these fixed positions and engage any enemy who may penetrate between or round them; when I arrived in Egypt, our armour had been so reduced that there was only 7 Armoured Division available with one medium armoured brigade, below strength in tanks, a light armoured brigade of "Stuart" tanks and armoured cars, and a motor brigade.

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 Alam el Haifa ridge. General Montgomery, now in command of Eighth Army, accepted this plan in principle, to which I agreed, and hoped that if the enemy should give us enough time, he would be able to improve our positions by strengthening the left or southern flank. At the moment the northern area, down to and including Ruweisat ridge, was held by 30 Corps with under command from north to south 9 Australian, South African and 5 Indian Divisions, reinforced by 23 Armoured Brigade in an infantry support role. These forces I judged to be adequate, the more so as our defences in this sector were stronger than elsewhere. 13 Corps, in the southern sector, consisted of 2 New Zealand and 7 Armoured Divisions, the former of only two brigades. In the prepared positions on Alam el Haifa ridge there was one infantry brigade, and a second brigade occupied the reserve positions on Ruweisat ridge.

In my visits to the front to inspect our positions and prepare for the coming battle I paid particular attention to the morale and bearing of the troops. I found Eighth Army, in Mr. Churchill's phrase, "brave but baffled." A retreat is always a disheartening manoeuvre and the feeling of frustration which it naturally engenders was made the stronger by the fact that many of the troops, particularly in the infantry divisions, could not fully understand the reasons why they had been forced to withdraw from positions which they had stoutly and successfully defended; in many cases the reason had been a battle lost by our armour many miles from those positions. A more serious cause of discouragement was the knowledge that our defeat had been due in part to inferiority of equipment; there is nothing so, sure to cause lack of confidence. The soldier who has been forced to retreat through no fault of his own loses confidence in the higher command and the effect of a retreat is cumulative; because he has withdrawn already from several positions in succession, he tends to look upon retreat as an undesirable but natural outcome of a battle. It was in any case fairly generally known that, in the last resort, the Army would retreat again, in accordance with the theory that it must be kept in being. My first step in restoring morale, therefore, was to lay down the firm principle, to be made known to all ranks, that no further withdrawal was contemplated and that we would fight the coming battle on the ground on which we stood. General Montgomery, on his arrival, fully concurred in this policy and expressed his confidence in being able to fight a successful defensive battle in our present positions.

At the moment the five divisions which I have already enumerated were the only battle-worthy formations available and with the exception of 9 Australian and 2 New Zealand Divisions they had all been engaged since the battle of Gazala opened at the end of May. We were, however, potentially stronger now than then and in a few weeks, I should be able to increase my strength to more than twice that number of formations. I had in reserve four divisions which had not as yet seen action: 8 and 10 Armoured and 44 and 51 Infantry, and two veteran divisions refitting, 1 Armoured and 50 Infantry. These were in the meantime disposed for the defence of the Delta together with other non-divisional forces, including strong elements of the Sudan Defence Force.

When I took over, the plan for the defence of the Delta had been to hold the western edge of cultivation. Along this line the Rosetta Branch of the Nile and the Nubariya Canal, which takes off from it midway between Cairo and Alexandria, form in combination a continuous tank obstacle extending from Cairo almost to Lake Maryut, which covers Alexandria on the south. The defence consisted of denying the three principal crossings at Alexandria, Khatatba and Cairo with infantry and employing armour in the gaps. The Cairo defences were complete and held by the equivalent of six infantry brigades, while another infantry brigade guarded the open southern flank with patrols operating from Bahariya Oasis to give warning of enemy approach to the south of the Qattara Depression. An extensive position was being prepared round the Wadi Natrun to deny the water sources there to the enemy and to act as an advanced position covering the Khatatba crossing. This position had been intended for the infantry of Eighth Army in the event of a withdrawal. 1 and 10 Armoured Divisions were lying at Khatatba itself, engaged in re-equipping, together with 44 Infantry Division, now almost ready for action. The inner defences of Alexandria were complete but the outer defences, consisting of extensive field-works, were still unfinished. The equivalent of six infantry brigades were deployed in this area. Two more infantry brigades were held in reserve.

The original intention, based mainly as I have mentioned, on the necessity of preserving our forces to meet a possible threat from the north, had been to withdraw in the last resort in two directions: eastwards into Palestine with the greater, part of the forces and southwards up the Nile valley with the remainder. Command had accordingly been divided between 10 Corps, which was responsible for Alexandria and the Delta, and Headquarters, British Troops in Egypt, which was responsible for Cairo and the Nile valley. Since I had now been relieved of responsibility for the north-eastern front and was in any case determined to stand on the Alamein position I altered this arrangement on 10th August to the extent of making Lieut.-General Stone, commanding British Troops in Egypt, responsible for the defence of the whole of the Delta, and made 10 Corps Headquarters available for Eighth Army. I cancelled the construction of defences at the Wadi Natrun but instructed General Stone to continue working on the outer defences of Alexandria and improving communications between the Nile valley and the Red Sea; I also gave instructions for certain areas round Alexandria, on the banks of the Rosetta Branch and north of Cairo to be flooded. Cairo, Khatatba and Alexandria were to be defended by 51, 1 Armoured and 50 Divisions respectively. These troops would serve to protect vital installations against raids which might penetrate the Alamein position, or against airborne attack, for which the enemy had available both German and Italian parachute formations. They could not have been employed in a more active role at that time: 51 Division had only recently disembarked and was mobilizing and carrying out preliminary desert training and the other two, both of whom had already served over six months in the desert, were engaged in vitally urgent re-equipping. 50 Division had had very heavy losses both at Gazala and Matruh.

I had therefore available, but not all immediately available, four armoured and seven infantry divisions. As against this the Axis forces in Egypt amounted to four armoured and eight infantry divisions, plus five independent regiments or regiment-sized groups. Command was exercised nominally by Mussolini who acted through an Italian Headquarters known as Superlibia, an advanced detachment of the Commando Supremo, under Marshal Bastico. Actual command, however, was exercised by Field-Marshal Rommel. His headquarters bore the name of "German-Italian Armoured Army of Africa," [*Deutsch-Italienisch Panzer Armée Afrika or Armata Corazzata Italo-Tedesca, referred to by the Italians as ACIT] and under it came all German and Italian troops in the forward area, organized under four Corps Headquarters, the German Africa Corps and the Italian X, XX and XXI Corps. The former consisted of 15 and 21 Panzer Divisions, veterans of the later desert battles. The second of these divisions had come to Africa first, under the name of 5 Light Division, in February, 1941, and 15 Panzer Division followed in the spring of the same year. The reconnaissance battalions of these two divisions were usually brigaded together as a "Reconnaissance Group" under Corps command. go Light Division, of motorized infantry, which attained its final form in Africa in January, 1942, was usually employed directly under Army command. 164 Infantry Division had been flown over from Crete at the end of June, 1942; it was always employed to stiffen the Italian infantry, nominally under operational command of the Italian XXI Corps but administered direct by Panzer Armée. The same role was given to the Ramcke Parachute Brigade of four battalions. This force was apparently organised in the first place to cooperate with the Italians in an assault on Malta in the summer of 1942 which was cancelled when Rommel's success in the desert seemed to render the operation unnecessary. It fought throughout in a ground role and showed high qualities of training and courage. Finally, there was a motorized, heavily armed group known as 288 Special Force, a miniature motorized division, originally organised to take part in the Syrian campaign of 1941 and sent to Africa in April, 1942.

The Italians provided two of the armoured and six of the infantry divisions in the Panzer Armée. The two former, 132 Ariete and 133 Littorio Divisions comprised, together with 101 Trieste Division, XX Corps, usually qualified as XX (Mobile) Corps. The northern end of the line, from the sea to south of Ruweisat ridge, was held by XXI Corps with, from north to south, the German 164 Division, 102 Trento Division [*Originally a motorized division but now called "appredata" or dismounted.] and 25 Bologna Division; two battalions of the Ramcke Parachute Brigade were also under command in the sector of the two Italian divisions. The shorter southern sector was held by X Corps with 27 Brescia and 185 Folgore Divisions.[*I use the name by which it was later known. At this time the division was called Cacciatori d'Africa or "African Sharpshooters"; it adopted the name Folgore in September.] The latter was originally a parachute division, the first which Italy had formed. It was rushed across hastily in August to strengthen the infantry of the Panzer Armée and was always used in that role. Unlike the other Italian Divisions, which were recruited on a territorial basis, this division was formed of men of outstanding physique picked from the whole country and, although quite unaccustomed to African conditions and hampered by shortage of equipment and lack of administrative services, it gave a very good account of itself. Besides the formations I have enumerated there were three independent Bersaglieri regiments, of motorized infantry, employed as Corps troops. In rear of the defended line was 17 Pavia Division which was resting at Mersa Matruh under Army command. 16 Pistoia Division, a recent arrival in Libya, was in reserve in the Bardia area and the "Young Fascists" Division at Siwa oasis.

The organization and armament of these troops reflected the prevailing conditions of the desert. All the German formations, except for the newly arrived 164 Division, were motorized; the Italian divisions were not, except for the three in XX (Mobile) Corps. The German armoured divisions were equipped with the Mark III and Mark IV tank; a few of the latter were of the newer type with the high velocity 75-millimetre gun. Italian armoured divisions were equipped with the M13 tank, of thirteen tons and mounting a 47-millimetre gun; it was mechanically unreliable and poorly armoured. In both German and Italian infantry divisions the most striking feature was the very great strength in anti-tank guns. It is fair to say that, though all desert warfare is not armoured warfare, it is always conditioned by the presence of armour; since the desert allows infinite mobility and flanks are nearly always open, every formation and unit down to the smallest must be capable at any moment of all-round defence and prepared to meet an armoured attack. For this reason, anti-tank guns were decentralized down to infantry companies which had a total of three apiece and, where possible, six. They were usually of 50 millimetre calibre though 90 Light Division was equipped with captured Russian 3-inch pieces (7.62 millimetre).[*There was also, of course, the 88-millimetre antiaircraft gun, beloved of Allied War Correspondents, who appeared to be unaware of the existence of any other calibre in German artillery.] The Italians in 1942 had carried out a reorganization of their infantry on similar lines. [Italian infantry divisions, by contrast with the German, had only two infantry regiments.] In both armies, therefore, the unit for infantry was the company, organized on homogeneous lines throughout and heavily armed with anti-tank guns. A characteristic feature was the formation of "Kampfgruppen" or "Raggruppamenti" which we should call "columns of all arms " or "task forces," created for a special mission.

The Axis Commander-in-Chief, Field-Marshal Erwin Rommel, had commanded the German forces in Africa since their first arrival in February, 1941, and a considerable body of legends had grown up around him. It was natural that the British Press should pay particular attention to the German commander whose forces were engaging the only British army in the field at that time, but this interest had led to an exaggeration of his undoubted qualities which tended to have a depressing effect on our own troops, however much it may have appealed to the newspaper reader at home. I have always considered it vital to obtain all the information possible about my principal opponents and I took steps shortly after my arrival to sort out the truth from the legends about Rommel. He was a Wurtemberger of a middle-class professional family who was commissioned in an infantry regiment shortly before the first world war; he served with distinction on the western, Italian and Rumanian fronts, winning among other decorations the order "Pour le Write," the highest Prussian award for gallantry. Between the two wars he was chiefly known as the author of works on infantry tactics. A Colonel in 1939 he commanded 7 Panzer Division in France in 1940 as a Major-General. Since arriving in Africa he had been rapidly promoted from Lieutenant-General to Field-Marshal and had been awarded the senior grade of the Ritterkreuz, the highest Nazi decoration. As I studied the records of his African campaigns it was soon clear to me that he was a tactician of the greatest ability with a firm grasp of every detail of the employment of armour in action and very quick to seize the fleeting opportunity and the critical turning points of a mobile battle. I felt certain doubts, however, about his strategical ability, in particular as to whether he fully understood the importance of a sound administrative plan. Happiest when controlling a mobile force directly under his own eyes he was liable to over-exploit immediate success without sufficient thought for the future. An example was the battle of November, 1941, when, after winning a great tactical success at Rezegh, he had rejected the advice of his two divisional commanders and dashed off on a raid to the Egyptian frontier which, in face of the stubborn British maintenance of the objective, led directly to the loss of his positions round Tobruk and his retreat to Agheila at the - cost of sixty per cent. of his forces. His present position in front of Alamein I hoped would turn out to be another example of this tendency. Whether it was on his own initiative or by order of Hitler that he held the whole of his forces forward at Alamein it is impossible to say; but if he had organized a firm defensive position further back, at Matruh or Sollum, with a light covering force to detain us at Alamein, he would have been much more difficult to deal with Rommel's superior in the Mediterranean theatre was Field-Marshal Albert Kesselring. Also a regular officer of the old Imperial Army, of Bavarian origin, Kesselring had served as an artillery officer and on the staff until the creation of the Luftwaffe, when he transferred to the new arm in which he rose rapidly. After commanding the 2nd Air Fleet (Luftflotte) in the Battle of Britain and on the Russian front in 1941 he brought it to Italy in October of that year. In April 1942 he assumed the title of Commander-in-Chief South. His authority extended to all the shores of the Mediterranean and by contrast with Rommel, who was an Army commander only, he was now supreme commander of all three services. This superior position reflected his superior strategical abilities but he was naturally obliged to leave the actual conduct of operations in Africa to his more impetuous subordinate. Rommel had a tendency to blame, in certain circumstances, his lack of success on the inadequate logistical support he received from Kesselring - unjustly, for in these matters the latter was obliged to work through the Italians. I was later to be more directly opposed to Kesselring in the Italian campaign and in my judgment he was greatly superior in all elements of generalship to Rommel.

Preparations lot a Defensive Battle.

It was obvious. that if the enemy were to retain any hopes of success they must attack us before we could develop our full strength and there Were not wanting indications that this was their intention. I had decided already that we must meet this attack on our present positions without any thought of withdrawal. As rapidly as possible thereafter we should prepare to concentrate our strength and assume the offensive. On 19th August, therefore, I issued a written Directive to General Montgomery in the following terms, confirming previous verbal instructions:

"1. Your prime and immediate task is to prepare for offensive action against the German-Italian forces with a view to destroying them at the earliest possible moment.
2. Whilst preparing this attack you must hold your present positions and on no account allow the enemy to penetrate east of them."

I ordered that this decision should be made known to all troops.

It was now becoming possible to reinforce the troops in the desert and Eighth Army decided to strengthen 13 Corps on the southern flank, since the northern part of the front was held strongly enough and it was likely that the enemy attack would take the form of an out-flanking move to the south. 44 Division, which had arrived in Egypt at the end of June, had just completed its concentration and training and on 15th August I gave orders for it to join Eighth Army. The divisional headquarters, with 131 and 133 Brigades, was sent to relieve 21 Indian Brigade on Alam el Haifa ridge with orders to develop the positions there in the greatest possible strength. The remaining brigade, the 132nd, with one regiment of artillery, was placed under command of 2 New Zealand Division. 10 Armoured Division (8 and 9 Armoured Brigades) had been training for some time but it had never fought as a division, since its tanks had been taken to make up for battle losses in 1 and 7 Armoured Divisions. 8 Armoured Brigade, however, had just been re-equipped and I ordered the division, less 9 Armoured Brigade, to proceed to the forward area. On arrival it took command of 22 Armoured Brigade, of 7 Armoured Division, and took up positions at the, western end of Alam el Haifa ridge, between 44 and 2 New Zealand Divisions. 23 Armoured Brigade, which had been dispersed in support of the infantry of 30 Corps, was concentrated on the Corps left flank where it would be available also as a reserve for 13 Corps. With the arrival of these reinforcements there were ranged on Alam el Haifa ridge, threatening the flank of an enemy advance in the southern sector, some sixteen medium, two hundred and forty field and two hundred anti-tank guns, all under Corps command, besides the guns of nearly four hundred tanks and over a hundred anti-tank guns manned by the infantry. The minefields and wire entanglements had been largely extended and the position was a very strong one.

While these preparations were going on in the desert, I paid particular attention to the campaign which was being conducted by the Air Force against the enemy's lines of communication. Never had the Axis supply lines in Africa been so stretched as they were when they stood at El Alamein and the strain was felt, above all, in fuel. In dumps or in motor convoys fuel was relatively immune from air attack but to reach Africa from Italy it had to come in tankers and these had been given the first priority as objects for air attack. Working to a plan drawn up in consultation with my staff, the Royal Air Force, assisted by bombers of the 9th United States Air Force [* Three -squadrons of American fighter aircraft of this force at this time formed part of Western Desert Air Force under Air Vice Marshal Coningham; by January, 1943, eight American fighter squadrons were co-operating with Eighth Army] had been waging a most successful war against Axis tankers during which more had been sunk than had arrived. The resulting shortage had a vital effect on the development of the subsequent battle. [*The shortage was so serious that the Germans were reduced to flying in fuel from Greece, a most wasteful procedure]

The Battle of Alam el Halfa

I had expected the enemy to attack on or immediately after 25th August, the night of the full moon, and this was indeed his original intention, but the fuel situation caused a delay. In the meantime, the concentration of forces on the southern flank made obvious the imminence of an attack and the direction it would take. Rommel's plan was to break through our lightly held line of observation on our southern flank and then, turning north, drive to the sea behind 30 Corps and encircle our centre and right. It was the same plan as he had used at Gazala in May and he proposed to use the same force as then, with the addition of one extra Italian armoured division. On the left flank of his marching wing, at the hinge of the encircling movement, was 90 Light Division, under Army command; south of it was the Italian XX (Mobile) Corps with Ariete and Littorio Armoured Divisions, Trieste Motorized Division and a regiment of the Folgore Division; on the extreme right, the outside of the wheel, was the main striking force consisting of the German Africa Corps with 15 and 21 Panzer Divisions. On the remainder of the front XXI and X Corps held their positions and carried out diversionary attacks. This intention was no surprise to me and, as has been seen, our dispositions had been made to meet just such an attack, facing west and south with a strong armoured force disposed centrally. 13 Corps was to meet the enemy striking force of six divisions with four divisions: 7 and 10 Armoured, 2 New, Zealand and 44 Infantry. In armour and artillery, the two forces were evenly matched. Both had about three hundred field and medium and four hundred anti-tank guns; the enemy had five hundred medium and light tanks, equally divided between German and Italian; 13 Corps had three hundred medium and eighty light tanks and two hundred and thirty armoured cars. A further hundred tanks with 23 Armoured Brigade constituted a reserve. We had the advantages of ground and prepared defensive positions while the enemy's advantage of the initiative had been diminished by the loss of surprise.

The enemy offensive opened on the night of 30th August with two diversionary attacks on 30 Corps. A German parachute battalion secured temporary possession of one of our positions on Ruweisat ridge but 5 Indian Division won back the position by dawn. An attack in the coastal sector against 9 Australian Division was completely unsuccessful. At 0100 hours on 31st August, shortly after moonrise, the main striking force began to lift the minefields on the southern flank, in the area from Deir el Munassib Ito Himeimat. During this operation they were enfiladed by the artillery fire of the New Zealand Division and harassed both frontally and from the south by 7 Armoured Division who had excellent shooting in the bright moonlight. In face of the opposition of two artillery regiments and a motor battalion of 4 Light Armoured Brigade it took six hours to clear two gaps for the two German Panzer divisions and it was not until 0930 hours that the Africa Corps was concentrated east of the minefield. Even after overrunning this obstacle they did not advance with their customary speed, largely because the Italians on their left and the 90th Light still further north were encountering even greater difficulties in breaking through the minefields there which were heavily enfiladed by the New Zealand artillery and under direct fire from 7 Motor Brigade. The two Italian armoured divisions, indeed, hardly came into action at all in this battle. For nearly four hours the two Panzer Divisions were known to be gathering and about the Ragil Depression, where they presented an admirable target. Unfortunately, a dust storm which rose about 1100 hours greatly curtailed our air effort, which in favourable weather might have disrupted the enemy's plan at the outset.

When, at about 1530 hours, the German armoured divisions began to move from Deir er Ragil the crucial stage of the battle was reached. The danger was that they should try a wide encircling movement round Alam el Haifa ridge, moving north-east to but our communications with Alexandria. We had taken steps to discourage such a move in the mind of the enemy* and it soon became clear that these had borne fruit. [* Shortly before the battle Eighth Army allowed to fall into enemy hands, abandoned in a purposely sacrificed armoured car, what purported to be a "going" map of the area It showed an area of very bad going extending across the route we did not wish the enemy to take and a belt of good going extending up to the crest of the Alam el Haifa ridge and thence along the ridge to the railway. From General von Thoma, whom we subsequently captured, we learned that this ruse had been effective; the enemy had intended to outflank the ridge to the north-east but had altered his plan on the basis of this false information.] The two divisions headed north and north-north-east, across the very soft going of the Deir el Agram, and launched a heavy attack on the area where 22 Armoured Brigade was stationed, around Point 102, a small feature just off the western end of the Alam el Haifa ridge. This area had meanwhile been reinforced by 23 Armoured Brigade which had been placed under 13 Corps as soon as the situation on Ruweisat ridge had been re-established. Our positions were prepared and 13 Corps artillery brought concentrated fire to bear with the result that, when the Germans finally retired at dusk, over a quarter of their tanks were believed to have been disabled. They did achieve a minor success, however, in that a score of tanks settled hull-down well forward in a depression from which they could not be dislodged until the following night.

7 Armoured Division had withdrawn in face of the enemy advance south-east and north-east, either side of the Ragil Depression, and had continued to harass the rear of the armoured column. This drew a reaction just before dusk when part of the enemy armour turned on 4 Light Armoured Brigade at Samaket Gaballa. After a brief engagement the brigade fell back, in accordance with previous instructions, to avoid becoming too closely involved in their isolated position. When night fell the task of harassing the enemy leaguers was taken up by the Royal Air Force who flew over the area continuously, assisted by flare-dropping aircraft of the Fleet Air Arm. 13 Corps artillery joined in also and kept one leaguer, estimated as made up of about a hundred tanks, under fire all night. At the same time the New Zealanders, at the hinge of our positions, sent out parties to prevent 90 Light Division from digging themselves in. In the northern sector the Australians attacked and made a gap through Which a raiding force was to pass after daylight. The enemy counter-attacked before dawn, however, and closed the gap, inflicting heavy casualties on the Australians.

Now that it was clear that the enemy was making a short hook rather than a wide sweeping encirclement it was possible to strengthen the southern flank still more. Accordingly, on 1st September General Montgomery concentrated the three armoured brigades in the area between 44 Division and the New Zealand Division. 1 South African Infantry Brigade was moved from 30 Corps area to the east end of Ruweisat ridge. Early on that morning the enemy resumed the attempt to batter his way on to the west end of Alam el Halfa ridge and again suffered heavily. His tanks first tied another frontal assault on 22 Armoured Brigade; when that failed they attempted to work round either flank of the brigade. After two hours the enemy drew off to the south. He refuelled and reorganised during the middle of the day and returned to the attack in the late afternoon, when he began to probe for soft spots, tapping 23 and 22 Armoured Brigades in turn. This gave him no encouragement and lie drew off again without staging a heavy attack.

The first two days of the battle had ended without any decisive success for the enemy and this was already a decisive success for us. On 2nd September, Rommel changed his tactics. Instead of continuing the attack he decided to put himself in a posture of defence and await the counter-attack which he felt confident that we should shortly deliver; he therefore massed the bulk of his armour south of Alam el Haifa and threw out a screen of anti-tank guns in front of them. On the left of the armour 90 Light and Trieste Divisions consolidated their positions to keep open the corridor through the minefield. It was not our intention, however, to gratify him by a frontal attack on the Africa Corps but rather to operate against the two infantry divisions further west in order to close the gap in the minefield behind the main armoured force. Orders for this operation had been issued the previous day and 5 Indian Infantry Brigade and 7 Medium and 49 Anti-tank Regiments Royal Artillery, from 30 Corps were moving south to reinforce 13 Corps. At the same time 2 South African Brigade was drawn into reserve. On request of Eighth Army I sent up 151 Brigade from 50 Division at Amiriya to strengthen the south-western end of Alam el Halfa ridge. Should the plan prove successful the enemy would be so weakened that an immediate advance might be possible; General Montgomery ordered forward H.Q. 10 Corps in case he should need it to command a pursuit force. It was instructed to be prepared to push through to Daba with all reserves available and possibly the Australian Division. Meanwhile the enemy concentrations provided an excellent target to our aircraft and artillery which gave them no respite. Armoured car patrols to the south and east observed the enemy closely and 7 Armoured Division continued to attack his unarmoured vehicles with great success.

Under these various forms of attack, but without provoking our armour to descend from the ridge and give battle, the enemy lay all day of 2nd September. A new and serious crisis in his fuel situation had arisen, for we had been once more successful in our attacks on his tankers, sinking three in two days. As the day wore on it was evident to him that the last hope had failed and, since it was impossible to remain in this advanced position, he would have to withdraw. It was the nearest the Germans ever got to the Delta. At first light on 3rd September it was reported that they were withdrawing slightly to south and south-west. It was still not clear whether this was the start of a real retreat or another feint to entice our armour into battle; in any case 13 Corps followed up with armoured cars only. By the afternoon there was every indication that the westward movement was developing, into a withdrawal. 7 Armoured Division moved westwards to the area. between Gaballa and Himeimat to operate against the southern flank of the retiring columns and heavy air action was organised against the concentrations east of the minefield.

At 2230 hours on 3rd September the New Zealand Division, with 132 Brigade of 44 Division under command, began to attack southwards as the first stage in closing the gap. They were opposed by 90 Light Division to the west and Trieste to the east; both fought well and the attack was only partially successful. 5 New Zealand Brigade on the east gained their objective, 28 (Maori) Battalion fighting a particularly gallant action. 132 Brigade were unsuccessful and had heavy losses and to the west 6 New Zealand Brigade also failed to reach their objective. At dawn and again on the evening of 4th September the enemy put in heavy counter-attacks against the three brigades. All were repulsed but during the night the infantry were withdrawn from their exposed positions, leaving mobile troops to operate southwards. Throughout 4th and 5th September, the retreating enemy was assailed from the north, east and south by our mobile troops and heavily bombed by our aircraft. It was unfortunate that on 4th September another dust-storm made observation difficult and flying impossible during the afternoon. By the evening of 5th September, the enemy's slow and stubborn withdrawal had brought him back to the area of our minefields. Here he turned to stand and it was clear that he intended to make a strong effort to retain this much at least of his gains. Accordingly, at 0700 hours oh 7th September the battle was called off and Rommel was left in possession of a thin strip of ground which had advanced his positions on the southern flank to a line running from the eastern end of Deir el Munassib to include the peak of Himeimat. The latter was valuable for the excellent observation which it gave as far north as Ruweisat ridge.

This meagre gain of some four or five miles of desert could in no way be set off against the material losses. Forty-two German tanks and eleven Italian, and nearly seven hundred motor vehicles, were abandoned on the field, together with thirty field and forty anti-tank guns. Casualties were more difficult to assess but we estimated that the enemy had lost two thousand Italians and two thousand five hundred Germans in killed and wounded; three hundred were taken prisoner. Our own losses were sixty-eight tanks, one anti-aircraft and eighteen anti-tank guns; killed, wounded and missing numbered sixteen hundred and forty. But the battle of Alam el Halfa was far more important than would appear from any statistics of gains and losses or the numbers involved: It was the last throw of the German forces in Africa, their last chance of a victory before, as they calculated, our increasing strength would make victory for them impossible. It was hard to realise it at the time, but the moment when the Africa Corps -began to re-treat, slowly and stubbornly, from the sandy scrub of the Deir el Agram, marked the first westward ebb of the tide which had carried the Axis arms so far to the east, an ebb which was about to begin to the north as well in a few months from then on the Volga Steppe and in the Caucasus. To me at the time the great features of the battle were the immediate improvement in the morale of our own troops, and the confidence I felt in General Montgomery, who had handled his first battle in the desert with great ability. The valuable part played by the R.A.F. during the battle was a good omen for future air support. I now felt sure that we should be able to defeat the enemy when we were ready to take the offensive.

Preparations for the Offensive.

After the victory of Alam el Halfa the enemy went at once on to the defensive. Our own preparations for assuming the offensive were not yet, however, complete. My intention for the coming battle was to destroy the enemy in his present position where he was furthest from his bases and nearest to ours; this was the best opportunity we should have of developing our full strength and it was vital to ensure that we forced a decision there at El Alamein. Eighth Army proposed to use all three Corps Headquarters in the battle, 13 and 30 as Infantry Corps (with some armour) and 10 Corps as an armoured Corps de Chasse. It was to this that particular attention was given at the start of the training period; 10 Corps was intended to include 1, 8 and 10 Armoured Divisions and possibly the New Zealand Division to provide the necessary motorized infantry. This powerful force would need a good deal of training before it could be fit for the decisive test of battle. First of all, the tank crews had to get used to their new equipment. Three hundred "Sherman" tanks arrived at Suez on 3rd September from the United States and I proposed to equip three of my six armoured brigades with them. I must express at this point my profound appreciation of the statesmanlike vision shown by President Roosevelt when, on his personal initiative, he ordered these new tanks to be taken from the American armoured division for which they were intended and shipped round the Cape to us in the Middle East. At last we had for the first time a tank which was equal in armour, armament and performance to the best tank in the Africa Corps.

Eighth Army assembled to Corps some fifty miles in rear of the line, where their training and re-equipment could proceed uninterruptedly. 1 and 8 Armoured Divisions were already there and on 14th September 10 Armoured Division was withdrawn from the forward area. The New Zealand Division was also withdrawn and reorganized into a new model division by, the addition of 9 Armoured Brigade in place of a third infantry brigade. 44 Division relieved it in the line. It was not possible to carry out Eighth Army's original intention to include three Armoured Divisions in 10 Corps as there was a shortage of Infantry Brigades to make them up to strength. I was, therefore, obliged to obtain War Office approval to disband 8 Armoured Division, which had no Infantry Brigade on its establishment. I had enough tanks, however, to maintain the planned number of armoured brigades and I placed 24 Armoured Brigade under command of 10 Armoured Division.

The troops previously deployed in the Delta could now be brought forward to acclimatize them, such as were new to the desert, to the conditions in which they were to fight. On 8th September 51 Division moved from Cairo into reserve on Alam el Haifa ridge to continue its training. On the 10th I sent the Headquarters of 4 Indian Infantry Division with 7 Indian Infantry Brigade to Ruweisat ridge to relieve the Headquarters of 5 Indian Division and 9 Indian Brigade, which had been continuously engaged since the end of May. A few days later 50 Division with 69 Brigade left Alexandria to join 151 Brigade in Eighth Army reserve; it was brought up to strength by the addition of the Greek Brigade. After a short interval for further training 50 Division relieved 44 Division in 13 Corps sector at the beginning of October. 1 Fighting French Brigade came forward about the same time on the left of 13 Corps where it was placed under command of 7 Armoured Division. The latter had given up its 7 Motor Brigade to 1 Armoured Division but retained 4 Light Armoured and 22 Armoured Brigades.

My infantry strength was the greatest we had yet put in the field, but a high proportion had had no previous battle experience and would require a great deal of training. I could not make a start on this programme until 6th September but thereafter all formations, whether they were withdrawn into rear areas or kept in the line, underwent intensive training in which the features of terrain and the conditions of fighting they were likely to encounter were as far as possible reproduced. Groups of all arms who were to fight together were trained together. Special attention was given to physical fitness, the maintenance of direction by night, the control of movement, mine-lifting and the use of wireless. We had also been strongly reinforced in artillery on which I intended to rely heavily for the Positional battle which lay ahead. Apart from seven extra field regiments which constituted the divisional artillery of 8 Armoured and 44 and 51 Infantry Divisions, two medium regiments and six additional field regiments also arrived from the United Kingdom and were placed under command of the Eighth Army during September and early October. I also received replacements for losses which enabled me to bring existing units up to strength.

During this necessary interval while our training programme got into full swing I proposed to employ small detachments of the special raiding forces in attacks on the enemy's communications. The Royal Navy and the Allied Air Forces were already, as I have described, operating with success against his shipping bound for Tobruk and Benghazi (Tripoli was being used only to a very minor extent) but with the air forces at our disposal and the great distances to be covered it was impossible to close either of them completely. Ever since the withdrawal from Cyrenaica plans had been under discussion for raids by sea and land on Tobruk and Benghazi. If the oil installations could be destroyed and the port facilities damaged so as to interrupt working even for as little as a week, either before or after a major engagement on the Alamein line, the result might prove fatal to the enemy. It had been found impossible to carry out these operations in July and August and they had consequently been postponed to the favourable moon period of September.

As the operations were sure to prove most hazardous the possible advantages to be gained had to be carefully balanced against the chances of success and the cost of failure. Accordingly, I reviewed the project again on 3rd September with the Commander-in-Chief, Mediterranean, Admiral Harwood [*Now - Admiral Sir Henry Harwood, K C B , OBE], and the Air Officer Commanding-in-Chief, Air Chief Marshal Tedder. [*Now Marshal of the Royal Air Force Lord Tedder, G.C.B.] The fighting at El Alamein was then in full swing. Two weeks' reserve of supplies on operational scales were all that the enemy had been able to accumulate for his offensive and, although there was little hope of doing irreparable damage to the ports, a temporary dislocation of supplies following the failure of the offensive (which was now obvious), might well prove disastrous to Rommel's Army. Even if the operations were unsuccessful, they would undoubtedly have an effect on enemy morale and probably lead him to take precautions against a future repetition which would diminish the strength available for the defence of his positions in Egypt. Air Chief Marshal Tedder pointed out that no air support whatever could be provided except an attack by bombers to help in covering the approach. Fighter cover was impossible throughout owing to the distance. Admiral Harwood realized that the whole seaborne force, including the two destroyers he proposed to use, might well be lost, but he accepted the risk. It was finally decided that the effects of success would be great enough to justify the risks involved; orders were accordingly given for the operations to be carried out as planned.

The raids were launched on the night of 13th September. At Tobruk the plan was to capture the port by a combined operation from two sides, by sea and overland, and hold it long enough to allow the destruction of the stored fuel and hasty demolition of the port. The small overland force successfully carried out its part of the operation but very few members of the two seaborne forces managed to land and the attack was a failure. The attack on Benghazi was to be carried out by a small motorized column from Kufra, over five hundred miles to the south. It reached its destination successfully but a last-minute alteration in its plans, based on unreliable information, caused an abandonment of the operation after an attack had been made on a part of the defences which was on the alert. A third force attacked Gialo on the night of 14th September, mainly in order to cover the retirement of the column raiding Benghazi but also in the hope of holding it for a short while as a base for future operations. The oasis was strongly held and it was impossible to capture it but the operation served its purpose in that the Benghazi force was able to retire unmolested by the Gialo garrison. A diversionary raid on Barce was completely successful. From the material point of view the raids had been a failure and our losses had been heavy but it is possible that they had had the psychological effects we had hoped for. They probably helped to keep the Pistoia Division at Bardia and assisted in diverting Rommel's attention to the possibility of sea-borne raids on his long open flank. 90 Light Division, after the conclusion of the Alam el Haifa battle, was moved back to Daba and employed for defence against a landing and for some weeks the Pavia Division was retained at Matruh in a similar role. The failure of these subsidiary operations had no effect on the plans and preparations for the great offensive which was shortly to be launched against the enemy's main forces.

No further attempt was made to raid the enemy's supply lines by land except for some successful sabotage of the desert railway by the Long-Range Desert Group. This standard gauge line, which had been extended to Matruh in 1940, was pushed forward in the summer of 1941 towards the Libyan frontier and just before the Gazala battles had reached Belhamed on the Tobruk perimeter.

The enemy had now extended it down to the port and, having repaired the breaks we had made during the retreat, had brought it into use. Our air force, however, continued to attack the railway and intensified their bombardment of enemy ports Tobruk was raided almost nightly to such an extent that a large proportion of enemy shipping was diverted to Benghazi, thus increasing the road haul. Benghazi too was heavily attacked and all convoys en route to these ports had to run the gauntlet of our naval and air forces. I must also mention the valuable services of the air forces in securing information about the enemy's dispositions and denying him observation of our own. Eighth Army was kept supplied with regular air photographs of the enemy's dispositions on the basis of which most detailed maps were constructed and widely distributed. On the defensive side the Royal Air Force established such complete air superiority that enemy aircraft were unable to interfere with our preparations.

My administrative position was very satisfactory. I found on arrival in Middle East a highly developed administrative machine already in existence and staffs well acquainted with the problems of desert warfare. Repaired and reconditioned tanks, lorries and guns were pouring out of workshops; new equipment was arriving from overseas and being assembled and modified in Egypt. Men from Great Britain and from hospitals in the Middle East were passing in a steady stream to the front, far exceeding battle casualties. The reinforcement and repair organisations had been working at high pressure for many months, but it needed only, the knowledge of the forthcoming offensive as a spur to intensify their efforts. Forty-one thousand men joined units at the front between 1st August and 23rd October, besides those arriving with the new formations. In the same period over a thousand tanks, three hundred and sixty carriers and eight thousand seven hundred vehicles were sent to the Eighth Army. Forty-nine pioneer companies were assembled and equipped to undertake the many manual tasks that would otherwise have fallen on the fighting troops.

Full preparations were made for the enormous extension of the supply services which would be necessary when the enemy had been defeated and we turned to the pursuit. There was no difficulty in accumulating large reserves in the initial stage, since distances were short and we had both rail and road transport available to as great an extent as we could require. But it must be remembered that any advance would be into a desert, completely barren of any kind of resources beyond some rather indifferent water, and all supplies would have to come still from the same base. This would mean that very large quantities of motor transport would be needed. In previous campaigns there had never been sufficient third-line transport to support a strong advance over a long distance. We were better off now and by 23rd August Eighth Army was provided with the equivalent of forty-six General Transport companies to carry stores, ammunition, petrol and water, and six tank transporter companies: seven more General Transport companies were held in reserve. [*Theoretically one General Transport company can maintain one division fifty miles from railhead or a port i.e. for every fifty miles of an advance you need one extra company per division. This rule of thumb calculation is based on working seven days a week and ten hours a day, over good roads, in the desert it needs modification and on occasions it took six companies to do the work of one.]
I shall deal with the particular problems of administration as they arose in the course of our advance but I will say at once that, in spite of all difficulties of geography and enemy demolitions, the provisions made were so ample and the problems so well appreciated that the rate of development of ports, roads, railways and pipeline nearly always exceeded estimates and we were never obliged to pause longer than had been calculated for lack of supplies, equipment or reinforcements.

My administrative staff was headed by Lieut.-General (now Sir Wilfred) Lindsell who had an enormous task in the organisation of the Middle East base. At that time the ports of the Middle East were handling four hundred and sixty-six thousand tons of military stores per month; three hundred thousand troops and half a million civilians were employed in all rear services and contracted labour represented about a million and a half more. The vastness of the task was increased by the fact that the great majority of the working force on which we relied for the maintenance of our military effort was not only civilian but oriental, and in large part unskilled, that the countries where our base was formed were not industrialised and that the most important was neutral. In this connection I must express my appreciation of the assistance I received from Mr. Casey, the Resident Minister; and from the British Ambassador in Cairo, Sir Miles Lampson. [*Now The Right Honourable Lord Killearn, P.C., GCMG, CB, MVO] On my first arrival, when I stayed at the Embassy, the latter assured me that he regarded it as his principal duty to see that the base on which I relied for my operations should be kept politically tranquil. His skill and understanding were crowned with full and deserved success and I never had any anxieties on this score so long as I was in Egypt. Through Mr. Casey I kept in touch with His Majesty's Government and made sure that there was complete reciprocal comprehension on the military situation. I owe him a great debt for the smoothness and friendliness which he imparted to these relations.

Perhaps the most difficult decision I had to face was the timing of the offensive. Obviously the sooner we could attack the better, for the enemy was strenuously perfecting his defences. When I went down to the desert with the Prime Minister he asked me when I thought I should be ready; I replied, as a most tentative estimate, for at that time I had only been in Middle East a few days and had not had time to study an offensive operation in detail, that I thought the end of September a possible date. He asked General Montgomery the same question when we arrived at Eighth Army Headquarters and the latter replied to the same effect, saying "Not before the first week in October."

This estimate now needed revision. We had in any case lost a week as a result of the battle of Alam el Haifa and our losses, though comparatively slight, and the redisposition of troops which that battle had caused had set us back perhaps another week. I was determined that Eighth Army should have all the time necessary for training and the assimilation of its new reinforcements. Above all I wanted the armoured divisions of 10 Corps to have ample time to settle down into a well-drilled and confident whole; we were bringing against the enemy almost double his strength in tanks, it was vital to ensure that we were able to make full use of this superiority. On these grounds, therefore, I decided to wait until as late as possible in October. The actual date was determined by the phases of the moon. The plan must involve a series of infantry attacks against strong defences to gain possession of the enemy's minefields and make gaps in them to pass the armour through. For this a night assault was obviously demanded and if the infantry were to be able to lift the mines quickly and accurately they would need good moonlight. Full moon was on 24th October and in agreement with General Montgomery I therefore decided on 23rd October as D-day.

There was another consideration besides those I have mentioned which affected our timing: the battle of Egypt had to be fitted into the grand strategy of the war, for the Allies were about to assume the strategic offensive. I had been informed before I left England of the decision of the Combined Chiefs of Staff to invade North Africa from the west and clear the whole north shore of the Mediterranean; I had in fact been appointed to command the British First Army which was to be the spearhead of this operation under General Eisenhower. It was a nicely calculated operation, designed to employ our growing resources in a task just within their capabilities, which would, on the firm basis of our command of the sea, extend that command in a tighter ring round the fortress of Europe. It involved political calculations as well, for it was appreciated that if the French Army resisted, we might be involved in a long guerrilla in the mountains of Algeria and Morocco, which would allow the Germans to get a firm hold on Tunisia. Certain steps were being taken to assure if possible, a friendly reception: the landing was to be under United States command and, although the main forces in Tunisia were to be provided by the British First Army and in the Mediterranean by the Royal Navy, the operation was at the outset to be represented as almost entirely American in character. Obviously, however, the most important effect on opinion in French North Africa would be attained if, just before the landing; we could win a decisive victory over the Axis forces at Alamein. It was important, also, to impress General Franco, whose attitude was dubious; had he admitted German forces into Spain and Spanish Morocco the operation would have been seriously hazarded.

From this point of view, it would be an advantage to win our victory as soon as possible and the Prime Minister expressed disappointment that I had put back the date of my offensive a fortnight beyond my first very tentative estimate. I called a Commanders-in-Chief meeting to discuss the problem, with Admiral Harwood, Air Chief Marshal Tedder and Mr. Casey, the Resident Minister in the Middle East. At this meeting I explained the situation fully, pointing out that if the battle was to have its desired effect, both in the military and political fields, it must be crushing and decisive beyond any doubt, and to ensure that I must have an adequate time for full preparations. I laid particular stress also on the importance of having a good moon. TORCH [*Code name for the North African landings.] was scheduled for 8th November. My offensive was planned to precede it by just over a fortnight and I was convinced that this was the best interval that could be looked for in the circumstances. It would be long enough to destroy the greater part of the Axis army facing us, but on the other hand it would be too short for the enemy to start reinforcing Africa on any significant scale. Both these facts would be likely to have a strong effect on the French attitude. The decisive factor was that I was certain that to attack before I was ready would be to risk failure if not to court disaster. My colleagues agreed with this exposition of the situation and I sent a telegram explaining in full the decisions of the meeting. On this basis the date of 23rd October was definitely accepted.

Before giving the final plan, it will be as well to consider the enemy dispositions as they faced us on D-day. The two preceding months had seen him energetically engaged in strengthening his field works. The most important element in these, as always in the desert, was the minefield, both anti-tank and anti-personnel. In the north a second line of defended localities had been prepared behind the main forward minefields. The two lines were connected with each other by transverse minefields and the idea was to lead our attacking forces by prepared channels into deceptively attractive clear areas entirely surrounded by mines where they could be taken under fire from all sides. The effect was of a belt, between five and eight thousand yards deep, thickly covered with mines and defended posts, stretching from the sea to the Deir el Mreir, a deep depression lying southwest of the end of the Ruweisat ridge. North of El Mreir there was a peculiar minefield in the shape of a shallow S-bend running roughly east to west at right angles to the main positions and extending for some distance behind them; this was presumably intended as a cover for the right flank of the northern sector of the front should we be able to penetrate the southern sector. Behind the main defences in the north a third line of positions, starting just east of Sidi Abd el Rahman, eight miles from Tell el Eisa, and running south for about seven and a half miles, was still in course of preparation but already well advanced. The defences had been less systematically developed to the south of El Mreir, but since the capture of our minefields in September that part of the line also presented a formidable obstacle. There were two lines of defences, based on our old minefield and the original enemy minefield, with a gap between them. The going on the southern flank was bad and from Qaret el Himeimat the enemy had excellent observation.

Enemy attempts at reinforcement were less successful. Many vessels bringing tanks, guns, stores and supplies were sunk or forced to turn back. The unloading of those which did succeed in making port was a slow process on account of the havoc wrought by our bombers at Tobruk and Benghazi and it must be remembered that even Tobruk was three hundred and fifty miles from the front, over an indifferent road. Reinforcements in men arrived by destroyers and aircraft and, except for occasional interception, most of these reached Africa safely. These arrivals, however, which averaged about five thousand men a week, were unable to keep pace with the very heavy sick rate. Possibly owing to the congestion of troops on the ground, greater than ever known before in the desert, and to an inadequate medical and sanitary organization, especially among the Italians, diseases such as dysentery and infective jaundice were extraordinarily prevalent among the Axis troops. Some units suffered up to as much as twenty-five per cent. of their strength. Thanks to the efficiency of our own medical services our sickness rate did not rise above the normal for the time of year and to nothing like the extent on the enemy side of the line. The most prominent Axis casualty was the Army Commander. Rommel had been in poor health since August and in September he left for Germany, technically on leave. It appears, however, that he was not intended to return and he was replaced by General Stumme, who had previously commanded an armoured corps on the Russian front. [*The Commander of the German Africa Corps was also a recent arrival from the Russian front General von Thoma, who had succeeded General Cruewell, taken prisoner in June.] Rommel took advantage of the ceremony at which he was presented with his Field-Marshal's baton in Berlin on 3rd October to declare: "We hold the Gateway to Egypt with the full intention to act. We did not go there with any intention of being flung back sooner or later. You can rely on our holding fast to what we have got".

There had been little change in the general order of battle of the two Corps holding the fixed defences. XXI Corps in the northern sector had received a slight reinforcement in German infantry in addition to its two parachute battalions; otherwise the German 164th and the Italian Trento and Bologna Divisions held the same sectors. In X Corps sector the Pavia Division had been brought forward from Matruh and added to Brescia and Folgore, on the extreme south; the other two parachute battalions of Ramcke's brigade were on this front. The main line of defences was therefore held by rather more than six divisions. In reserve were four armoured and two mobile divisions, equally divided between German arid Italian. This reserve had been treated as a single combined force for the purpose of the battle and not divided by nationalities. The armoured divisions were organised in two main groups, a northern one consisting of 15 Panzer Division and Littorio and a southern consisting of 21 Panzer Division and Ariete; these groups were again subdivided each into three mixed battle groups and disposed at intervals all along the rear of the battle front. This was in accordance with the principles for the use of armour in a defensive battle as practiced on the Russian front: dispersion rather than concentration in order to ensure that no part of the threatened area was unsupported by armour. I imagine that these dispositions were adopted on General Stumme's initiative as they differed widely from Rommel's practice of concentrating his armour.

Further to the rear still was 90 Light Division, watching the coast in the area of El Ghazal, halfway between Sidi Abd el Rahman and Daba, and the Trieste Division round Daba itself. The system of command of the reserve, as between Headquarters German Africa Corps and the Italian XX Corps, is obscure but the latter probably had little real responsibility beyond administration. It will be noted that throughout these dispositions German and Italian units were closely mingled in order to stiffen the latter's morale.

It is worthwhile refuting here a legend which has grown up about the enemy dispositions at Alamein, as it has appeared in almost all accounts of the battle, including some semi-official accounts. [*For example the film "Desert Victory" and the War Office pamphlet "The Battle of Egypt"] Briefly this story supposes that Rommel had planned a trap for us : he had deliberately weakened his centre, while keeping his left and right strong, in order to lure us into attacking that point; in rear he had concentrated his armour in two blocks north and south of his centre so that when we emerged between them we would be crushed by simultaneous attacks on both flanks. This is completely contrary to the facts. The centre was not weakened, on the contrary it was specially strengthened by the reinforcement of three German parachute battalions. In general, the troops available were fairly evenly divided over the whole front, though the northern sector was stronger than the southern as one of the three divisions there was German; on the other hand, Folgore, in the southern sector, was the best of the Italian divisions. The field defences were strongest in the north, as that was the vital sector, and diminished gradually in strength towards the south. Finally, the armoured force was not disposed in two concentrated groups but split up into battle groups evenly stationed along the whole front. I do not know the origin of this legend - possibly an imaginative journalist with a vague recollection of Miltiades' alleged stratagem at Marathon - but it was of extraordinary rapid growth since it appeared for the first time immediately after the battle.
In face of these enemy dispositions one fact was quite clear about the coming battle; that in its early stages at least it would be primarily an infantry battle. It would be impossible for Eighth Army to use its armour in a broad out-flanking movement because neither of the enemy's flanks was open, nor could the armour break through the thickly developed enemy defences frontally except at a prohibitive cost. The infantry would have to make the gap to pass the armour through and the strength of the defences was such that the operation of making the gap would involve a battle on the grandest scale. The operation would begin, therefore, like a battle of the 1914-1918 war, with the assault of an entrenched position in depth and it would not be until that battle had been fought and won that we should be able to proceed to the more swift-moving clash of armoured forces which had distinguished the decisive campaigns of this war. Fortunately, our infantry was superior both in numbers and, above all, in fighting ability to the Italo-German infantry and with the advantage of the initiative it could be concentrated against any chosen portion of the enemy line in very great superiority. In the attack it could be supported by a massed artillery backed by lavish resources in ammunition. Strong though the enemy defences were I felt confident of our ability to pierce them.

I had carried out a thorough reconnaissance of the whole front in my car and had discussed the plan of attack in all possible aspects with General Montgomery. There were two main lines of approach to the problem: an attack in the south, where the enemy defences were rather weaker, which would develop into one more variation on the classic desert theme of an envelopment of the inland flank, or a straight blow at the north where the defences were stronger but the results of success would be more important. The plan which General Montgomery submitted to me was to make the main thrust in the north, with a secondary attack in the south as a feint to pin down the enemy forces there. This plan was in my judgment much the most promising. It was the easiest for us, since our communications would be shorter and on better ground. More important still was the fact that a penetration here, along the line of the coast road, would force the enemy away from his communications, putting all the forces to the south of the breach in imminent danger of isolation, and would produce an immediate threat to his landing grounds and supply centre at El Daba. The hostile front might be compared to a door, hinged at its northern end; to push at the free end might cause it to swing back some way before any serious damage was done but a successful blow at the hinge would dislocate the whole front and throw the doorway wide open. One of the main features of the plan was the concentration of the greatest possible number of guns of all calibres, under centralised control, against the principal point of attack. The key to the enemy's position in the northern sector was the Miteiriya ridge. This is a long, narrow ridge, called after the cistern of Sanyet el Miteiriya, rising to about a hundred feet above sea level and running parallel to the Tell el Eisa ridge about four miles further south of it. If we could break through between these two ridges and wrest the southern one from the enemy - the northern we already held - we should have a corridor through the enemy's defences protected on either flank by slightly higher ground and the enemy minefield on the other side of the Miteiriya ridge would give us additional protection from an enemy counter-attack in that sector. General Montgomery carried out a long reconnaissance of the Miteiriya ridge from our forward outposts and confirmed this plan from inspection of the ground.

The plan for the battle was given the code-name LIGHTFOOT. The attack was to be made by 30 Corps using, from north to south, 9 Australian, 51 Highland, 2 New Zealand and 1 South African Divisions. The first two were to drive due west on a line roughly parallel to and below the Tell el Eisa ridge to form the northern corridor and the latter two were to attack south-westerly to secure the Miteiriya ridge and to establish the southern corridor through the defences. 4 Indian Division, which was also under command, was to carry out a diversionary raid along Ruweisat ridge When 30 Corps had formed these two corridors through the full depth of the enemy defences 10 Corps, with, from north to south, 1 and 10 Armoured Divisions, was to pass through and position itself oh ground of its own choosing at the far end of the corridors. It was likely enough that the enemy would counter-attack immediately with his armour in order to close the breach. Whether he did or not the infantry of 30 Corps would proceed at once with the methodical destruction of the enemy infantry first between the two corridors and then on either of its flanks, working northwards from Tell el Eisa and southwards from Miteiriya ridge. 10 Corps would prevent the enemy armour from interfering with these operations. This stage of the battle would be quite certain to provoke a strong reaction from the enemy armour which could hardly sit and watch its infantry being destroyed piecemeal. This would be to our advantage, for we would be forcing the enemy to attack us on ground which we had chosen.

Simultaneously with the main attack 13 Corps, with under command 7 Armoured, 44 and 50 Divisions, was to attack in the southern sector. Two thrusts were to be made, one round the southern flank by 1 Fighting French Brigade, directed against Qaret el Himeimat, and the other north of Himeimat by 44 Division supported by 7 Armoured Division. The intention was, if possible, to make a breach in the enemy positions there as well, through which we might be able to exploit; if the Himeimat operation went well, 4 Light Armoured Brigade would be passed round the southern flank and launched in a raid on El Daba, to destroy the supply installations there and seize the landing grounds. But the main value which I expected from the 13 Corps, operation was to distract the enemy attention from the vital thrust in the north and, in particular, to contain opposite it the two armoured divisions already on that flank. In order to ensure that the process of containment and attrition worked in our favour rather than the enemy's it was firmly laid down that 7 Armoured Division must be kept in being and should not incur such casualties as would make it ineffective. 4 Light Armoured Brigade was not to be launched on Daba without specific orders.

I attached very great importance to the deceptive measures to be taken to conceal our intentions from the enemy. It was obviously impossible to conceal from him the fact that we intended to attack; the most we could hope for was to deceive him as to the exact date and place of our attack. We could do this .by showing him concentrations of troops and administrative preparations in the southern sector which should be large enough to suggest a full-scale attack there but incomplete, so as to suggest a later date than the actual. Above all it was important to conceal the preparations being made in the north. I decided that we must go to all lengths to make this deception plan a success and no effort was spared to that end which ingenuity could suggest. We were fortunate in that our plans had been decided on over a month in advance of the operation; consequently, we could ensure that the appropriate deception measures were taken from the start. The main problems which faced us were to conceal the concentration in 13 Corps forward area of two extra divisions, two hundred and forty additional guns and a hundred and fifty additional tanks, and in the rear areas of seven thousand five hundred tons of petrol, stores and ammunition, and the construction of, six additional tracks leading from assembly areas twenty-five miles in rear up to the actual sector on which the break in was to be made. In 13 Corps we had to conceal the forward movement of artillery to cover the points selected for attack. Most important of all was to conceal the move forward of 10 Corps from their training areas to their assembly areas in the northern sector.

To conceal the reinforcement of 30 Corps careful calculations were made to determine what the area would look like from the air immediately before the battle; the same picture was then reproduced by 1st October by disposing transport in the areas which would be occupied on 23rd October. Dummy lorries were erected in the areas which would be occupied by the artillery regiments so that the guns and limbers could be moved in by night and concealed under the dummies. The additional dumps were elaborately camouflaged, for which purpose the hummocky area near El Imayid station was well adapted. The new tracks could not be concealed, and they were the most revealing indications of our purpose. The only solution which offered itself was to delay until the last the completion of those parts of them which would be most significant to the enemy. In the 13 Corps sector the intended concentrations of artillery were first represented by dummy guns which were later replaced by real guns Most elaborate measures were taken to conceal the movement of 10 Corps. The two assembly areas were filled by about 6th October with approximately two thousand vehicles in each with over seven hundred dummy vehicles to be placed over the tanks of the three armoured brigades. The Corps moved from its training area to two staging areas on 19th October; these moves were carried out openly as training moves. From the staging areas to the assembly areas the moves were made largely by night and all tanks and guns moved entirely by night. As units moved out of the staging areas they were replaced by dummy tanks, some mobile and some static, dummy guns and transport and by over two thousand real motor vehicles.

Besides these negative measures of concealment positive measures of deception were taken. A dummy pipeline was built stretching from the real pipeline down towards 13 Corps' sector. This was a most realistic production made of old petrol tins, with dummy pumping stations and reservoirs; it was started on 27th September and progress was timed to suggest 5th November as the date of completion. A large mock dump was started in the southern sector on 7th October and this too increased at a rate to suggest completion on 5th November. 10 Armoured Division used as an intermediate staging area a position right down on the southern flank from where it might be expected to move forward to 13 Corps sector. The westward move to this area was made openly in daylight and when the division moved due north after dusk it was represented in the staging area by the measures I have already described. A wireless network of 10 Corps, with all its brigades, was represented as operating in the southern sector up to D-day and from D-minus-1 onwards occasional false messages were sent suggesting a move forward into 13 Corps' area.

To carry out so comprehensive a scheme of deception required a minute attention to detail and planning, the employment of large quantities of labour, transport and materials, mass production of dummies and careful control of the movements of many hundreds of vehicles. Carelessness in any area might have revealed the whole plan. In the event the deception was entirely successful; the main direction of our thrust and the location of our armour were unknown to the enemy at the time the attack began and for some time afterwards. It was not until D plus 3 that he finally concentrated all his resources against our real attack.

When all preparations for the battle had been made, I felt that I could regard the coming conflict with a certain confidence but nevertheless with a sober appreciation of the importance of the event. We had the advantage over the enemy in men, tanks and guns and we had a vigorous and enterprising field commander who knew well how to employ these advantages. The Eighth Army was certainly the finest and best equipped that England had put in the field so far but for that very reason the test it faced was a crucial one. One thing gave us particular encouragement: the high standard of morale. From the moment that the troops had learned that retreat was no longer in question morale had begun to improve; it was raised to still greater heights by the successful defensive action of September and maintained at that level and even increased by the sight of the careful preparations, the heavy reinforcement and the arrival of powerful new weapons which had marked the subsequent period. The troops well knew that the battle would be long and costly but they were confident of the outcome and aware of the great change that victory would bring to the whole pattern of the war.

The Battle of El Alamein.

The night of 23rd October was calm and clear and brilliantly illuminated by an almost full moon. At 2140 hours the whole of Eighth Army artillery, almost a thousand field and medium guns, opened up simultaneously for fifteen minutes against located enemy batteries; it was an extraordinary sight, reminiscent of the previous world war, and the intensity of the fire had the effect of silencing almost all the hostile guns. After a five-minute pause fire recommenced at 2200 hours against the enemy forward positions and simultaneously the infantry of 13 and 30 Corps advanced to the attack.
In the north the enemy's forward defences were captured in two hours without serious opposition. After an hour's halt for reorganization the attack on the main positions began at about 0100 hours. Much sterner opposition was encountered and progress became slow. By 0530 hours 9 Australian Division on the right had secured most of its final objective, nine thousand yards from the start line; the New Zealand Division had also captured its final objective, the western end of the Miteiriya ridge. In the centre, however, the left brigade of the Australian Division and the Highland Division were held up about fifteen hundred yards short of their objective by enemy strong-points in the middle of what should have been the northern corridor and on the left the South African Division fell short of the Miteiriya ridge by about five hundred yards. 10 Corps crossed their start line according to plan at 0200 hours and began to follow 30 Corps. The work of the engineers, advancing behind the infantry to clear the minefields for 10 Corps, was greatly delayed; in fact, the whole area was one vast minefield. However, the southern corridor, leading to Miteiriya ridge, was opened by 0630 hours and an hour later 9 Armoured Brigade (New Zealand Division), closely followed by 10 Armoured Division, was on the eastern slopes of the ridge. This was an un-comfortable position, for as day broke the ridge came under heavy fire from artillery to the south-west so that the tanks were unable to cross it without incurring heavy casualties. Meanwhile the deployment of 1 Armoured Division was even more seriously held up, because the northern lane was still blocked by minefields under fire from the enemy strong-points which the Australian and Highland Divisions had been unable to overcome. 20 Australian Brigade and two companies on the extreme right of the Highland Division captured their final objective soon after dawn; but the rest of the enemy strongpoints continued to resist stubbornly and 2 Armoured Brigade was still in the minefield at daybreak.

This was a serious delay. It was essential to General Montgomery's plan that 10 Corps should debouch and gain freedom of manoeuvre, so that we could enjoy the advantage of our great weight of armour. Moreover, it was essential that this should be done at once, so that we could benefit by the tactical surprise gained. General Montgomery therefore ordered 10 and 30 Corps to clear the corridor without delay. At 1500 hours 51 Division and 1 Armoured Division, with massed artillery support, launched a combined attack which was completely successful. 51 Division secured the whole of its final objective, although a few enemy strongpoints continued to hold out in rear until the following day. 2 Armoured Brigade was then able to emerge with very light casualties and complete its deployment under cover of a night attack by 7 Motor Brigade.

On the left flank meanwhile, the South African Division had succeeded in capturing its final objective on Miteiriya ridge. Owing to the heavy opposition in this sector, however, the attacks designed to gain more room for the armour to deploy had to be carried out by night. The New Zealand Division was also involved in this south-westerly attack in order to extend its bridgehead according to the original plan. The enemy appeared to be ready for this development and the New Zealanders and 10 Armoured Division came under very heavy shellfire; by dawn, however, all three armoured brigades had completed their deployment and joined hands with 2 Armoured Brigade on the right. The first phase of plan LIGHTFOOT in this sector had thereby been carried out, but twenty-four hours behind the time-table, largely owing to the extraordinary density of the minefields.

13 Corps operations in the south met with limited success. The frontal attack on the enemy minefields on the night of 23rd October was preceded by thirty minutes' intense counter-battery fire and supported by timed concentrations on known enemy defensive localities in the same way as the main assault. 7 Armoured Division broke through the first enemy minefield and established 22 Armoured Brigade in a bridgehead to the west of it. The second minefield, however, was covered by heavy defensive fire and when, by moo hours, no breach had been made it was decided to postpone the attempt on it to the following night and widen the bridgehead by reducing the infantry positions on either side of it between the two minefields. These operations were very successful and yielded a large number of prisoners. Meanwhile 1 Fighting French Brigade, after a long and difficult night march, had reached the escarpment south of Himeimat when they were attacked by tanks. Their anti-tank guns had been unable to keep up with the advance in the soft sand, and the brigade was forced to withdraw, after suffering a number of casualties.

The failure to take Himeimat had unfortunate consequences the following night, when 13 Corps returned to the attack. 131 Infantry Brigade succeeded in penetrating the second minefield and formed a narrow bridgehead to the west of it; but, as soon as 22 Armoured Brigade started to go through, the gaps were covered by heavy fire not only from anti-tank guns and hull-down tanks to the immediate front but also by artillery from Himeimat in enfilade. After several attempts to overcome this opposition, which only brought further casualties, the two brigades were ordered to retire. It was clear that any further attempt to batter a passage through the minefield would result in heavy casualties, which could not be accepted. It was equally clear that 13 Corps was fulfilling its chief function of containing the southern group of enemy armour, for 21 Panzer Division, as well as Ariete, was identified on its front. General Montgomery therefore instructed 13 Corps to press the attack no further but to go on creating a diversion by limited operations. He laid stress on the vital importance of keeping 7 Armoured Division in being."

By dawn on 25th October we could consider that the attack had opened well. 30 Corps had made a breach six miles wide which directly threatened the centre of the enemy's communications. 10 Corps had succeeded in deploying in a position from where it could threaten the envelopment of the enemy's line or bring the full weight of its seven hundred tanks and powerful artillery to bear in the event of the enemy counter-attack which it hoped to provoke. The cover plan had been an unqualified success. During the critical hours of 24th October when 10 Corps was still trying to deploy the enemy was still inclined to believe that the weight of our armour lay behind 13 Corps and launched only a few minor counter-attacks in the north. So, although 13 Corps had failed in its secondary mission, its assault was sufficiently successful to convince the enemy that he must keep two armoured divisions in the south not only on 24th but even on 25th October. Moreover, a naval operation which successfully simulated a landing at Rasel-Kenayis 65 miles west of El Alamein made him keep 90 Light Division back at Daba. Undoubtedly the death of the Axis Commander-in-Chief had assisted the confusion which was evident in the enemy camp. General Stumme had gone forward on a reconnaissance on the night of the 23rd with his Chief Signal Officer; as they were standing close together the latter was struck down by a sudden burst of machine-gun fire and Stumme, who had apparently been overworking in a climate to which he was un-accustomed, was seized by a heart attack of which he died on the spot. It was some time before he was missed and his body recovered and this delayed the assumption of command by General von Thoma, Commander of the German Africa Corps.

The enemy began a series of counter-attacks in the north shortly after daybreak on 25th October. These efforts were not made in great strength but by battle groups containing some twenty to forty tanks each. This was a mistake: 10 Corps was well placed to accept counterattack and against our armoured brigades in strong concentrations small battle groups stood no chance of success. 1 Armoured Division, against whom the attacks were at first directed, destroyed a number of enemy tanks without suffering damage. Later 10 Armoured Division was also repeatedly engaged and able to drive off the attackers without difficulty, though at some cost to itself. All this was in accordance with our plan and it was particularly gratifying that the enemy should be employing only the northern group of his armour, and using that up in piecemeal attacks.

General Montgomery was now ready to proceed with the second phase of the attack. Originally, as I have explained, it had been intended to extend 30 Corps' bridgehead through the enemy's positions to both north and south but the very fierce resistance which the New Zealanders had met when attacking the previous night showed that the southwards attack, which was to have been the more important, would prove extremely costly. It was accordingly decided to begin operations on the northern flank instead. The change of plan was likely to take the enemy by surprise and the operation would result in the capture of certain troublesome positions overlooking the Australians.

The attack, which was made at midnight on 25th-26th October by 26 Australian Brigade, was completely successful. Many of the German defenders were killed and many captured, and the salient was extended by about two thousand yards to include the whole of the Tell el Eisa ridge. 1 Armoured Division had been ordered to operate in a due westerly direction on the Australians left but they were unable to gain any ground. The enemy had succeeded in establishing a good defensive screen across the end of our northern corridor and we would not be able to break out there unless we could widen our hold still further.

The same night 13 Corps carried out a limited operation to divert the enemy's attention. A strong locality in the Deir el Munassib was selected as the objective as being both easily accessible and sufficiently important to call for a strong effort to retain it. 4 Light Armoured Brigade demonstrated in the depression to the south of the post in the afternoon and at night 69 Infantry Brigade (50 Division) attacked from the north. The enemy were found to be in strong force and well posted and the attack was not pressed.

At this point the Eighth Army Commander decided to make a pause. The intention was still to gain ground to the north of our salient but it was clear that 30 Corps needed a rest after its exertions. Casualties in infantry had been fairly heavy and in certain formations, in particular the South African and New Zealand Divisions, there were only limited replacements available. Moreover, since all formations were now in close contact with the enemy it would be necessary, in order to create a reserve, to draw forces out of the line. This could be done by moving the inter-Corps boundary further north and ordering 13 Corps on to the defensive. 10 Corps was temporarily relieved of responsibility for breaking out further and ordered to pass to the defensive while 13 and 30 Corps reorganized [*This pause was misinterpreted by the enemy and, among the Italians in particular, it was thought that we had called the battle off for good, accepting defeat]. It was first necessary, however, to strengthen and round off the front. On the night of the 26th, accordingly, the South African and New Zealand Divisions advanced about a thousand yards so as to gain more depth in front of the Miteiriya ridge while 51 Division also reinforced its forward positions. At the same time 7 Motor Brigade at last succeeded after a stiff fight in advancing down the northern corridor and capturing Kidney ridge, a strongly fortified rise in the ground on the far edge of the enemy minefields. This was the position which had held up 1 Armoured Division the previous night; in our hands it was to be the key to our now defensive front.

The decision to reorganize and regroup had been taken on the afternoon of the 26th and the next two days were occupied by the necessary moves and reliefs. 13 Corps' front was extended to cover the southern half of Miteiriya ridge; in this sector 4 Indian Division relieved the South Africans who in turn side-stepped north and allowed the relief of the New Zealand Division. 51 Division relieved a brigade of the Australian Division to allow the latter to increase the strength of their northward drive. Besides the New Zealanders, 1 Armoured Division was also to be drawn into reserve and joined by 7 Armoured Division from 13 Corps. This was to be the striking force for the new breakthrough when the northerly attack should have widened the breach still further. In order to give it power it was necessary to regroup extensively to create a force capable of maintaining its momentum in spite of casualties. 131 Brigade was therefore taken from 44 Division together with some artillery, and placed under command of 7 Armoured Division as a Lorried Infantry Brigade Group. The New Zealand Division was even more strongly reinforced: besides its original one armoured and two infantry brigades, which had all suffered casualties, it took command of 151 Brigade (50 Division) and 152 Brigade (51 Division); later it also commanded for certain specific attacks 4 Light Armoured Brigade (7 Armoured Division), 23 Armoured Brigade and 133 Brigade (44 Division). These formations were placed under command of 30 Corps but concentrated for the present in reserve. 13 Corps was ordered to carry out no major operations but to keep the enemy on the alert with raids and artillery fire. The Corps was restricted to forty rounds per gun for twenty-five pounders.

While this reorganization proceeded an appreciable change had come over the enemy's conduct of the battle, due without doubt to the return of Field-Marshal Rommel, who had been hastily sent back to Africa as soon as Stumme's death was known. After arriving on the 26th he immediately set to work to retrieve his predecessor's errors by concentrating his armour and mobile reserves, ordering forward the Trieste and 90 Light Divisions and bringing up 21 Panzer Division by forced marches from the south, followed by the Ariete Division, Trieste, he put in to plug the gap made in his defences and grouped the remainder for a counter-offensive against our salient. The policy of dispersion had already seriously reduced the strength available for such a policy; 15 Panzer Division had been practically destroyed already and the Littorio Division was heavily depleted. Our defensive position was strong, with its flanks firmly based on the two ridges, our artillery well posted and the air force alert. On the 26th Rommel endeavoured to play once more the card which had so often won him victory in the past, a mass tank attack in the afternoon out of the sun; but the concentrations were broken up by continuous air bombardment and heavy shellfire before he could get to grips. On the 27th when, in spite of sustained bombing, he managed to launch heavy armoured attacks against Kidney ridge and the northern shoulder of the salient, all were driven off with heavy loss to the enemy by the stubborn resistance of 2 Rifle Brigade and of 26 Australian Brigade. The following day large concentrations were again seen to be gathering and it seemed likely that the attacks would be repeated. But the preparations were again disrupted by intensive bombing and such tanks as did probe our lines were held at a distance by the artillery of 10 and 30 Corps. Threatening though they were at times these attacks did not upset our reorganization, whereas they cost the enemy heavy and, worse still for him, disproportionate losses.

The new Eighth Army plan was given the name SUPERCHARGE. The preparatory northward attack by 9 Australian Division went in at 2200 hours on 28th October but it was only partially successful. 26 Brigade on the left gained its objective, just short of the railway, but 20 Brigade on the right was much delayed by heavily defended minefields. The result was that we had gained a small salient sticking out like a cocked thumb from the north side of our original salient, extending to within about half a mile of the coast road. This formed a corresponding salient in the enemy's line also; it was full of strongly held positions, in particular a very well-defended collection of strongpoints just north of Tel el Eisa known as "Thompson's Post". The intention was now to clear up all this area, break out along the axis of the road and send the New Zealand Division, reinforced and regrouped as I have described, to capture Sidi Abd el Rahman. This would get us right through the enemy's prepared positions and turn his northern flank. Before this plan could be set in motion, however, information was received on the morning of the 29th that caused us to alter completely the direction of the attack.

The enemy had realized the probability, and the danger, of the plan which we had decided to employ. In order to meet it he moved up to the Sidi Abd el Rahman area 90 Light Division, leaving the covering of the original gap, where we were now on the defensive, to the Trieste Division. This made it unlikely that we should be able to obtain a decisive break-through on the line of the road, but I considered that the situation could be turned to our advantage by encouraging the enemy's belief that we intended to force our way through to Sidi Abd el Rahman. We would continue the attack by the Australians, thus diverting his attention to the sector of the main road; when all his reserves were engaged there General Montgomery would employ the reserve he had created in a drive due westwards out of our salient to breach the hastily reorganized defences and pass our armour through well into the enemy's rear. This would finally disrupt his defences and the battle would become mobile.

On the night of 30th October, therefore, 26 Australian Infantry Brigade, supported by a great weight of artillery, struck north-east and then east from the salient won by 20 Brigade two nights before. Again, it was not possible to clear the whole area in the face of the enemy's stubborn resistance; this part of the front was particularly strong and the defences were so thick that it might almost be called one continuous minefield. However, the Australians reached and crossed the road and drove towards the sea, reducing the corridor to the now encircled enemy to a very narrow strip along the coast. In the pocket thus formed there were two Italian and two German battalions. They were joined next day by a group of about twenty German tanks from 21 Panzer Division which broke through down the road; this was in many ways a good sign, for it meant that that division was being drawn into the area where we wanted it. Indeed, the Germans were now devoting their full efforts to counter-attacks on the Australians. The proposed break-through would place us between this northern group and the remnants of 15 Panzer Division, which was still observing the western end of our original salient, and would therefore split the enemy reserves in two.

I had hoped we should be able to attack westwards the same night, 31st October, but the men were greatly fatigued, time was needed for reconnaissance, and the artillery had to be reorganized after the Australian attack. It was accordingly postponed for twenty-four hours but, to compensate for the delay, the depth of the attack was increased from four to six thousand yards. It was to be an operation very similar to that of 23rd October. Advancing due west on a front of four thousand yards 151 and 152 Infantry Brigades (50 and 51 Divisions), supported by 23 Armoured Brigade, were to drive a lane through the enemy's new positions, clearing the minefields as they went. At the same time 28 (Maori) Battalion and 133 Infantry Brigade (44 Division) were to capture certain important enemy localities on the flanks of the advance. 9 Armoured Brigade, following close behind the infantry, was then to advance a further two thousand yards beyond their objective and penetrate a strong screen of guns known to be in position along the Rahman track. The forces mentioned were under command of 30 Corps and their action was to be co-ordinated by the New Zealand Division. 10, Corps was then to follow up with I Armoured Division (2 and 8 Armoured Brigades) leading; it was important that all three armoured brigades should reach the open country before first light and General Montgomery issued firm instructions that should 30 Corps not reach their objectives the armoured divisions of 10 Corps were to fight their way through. When the way was clear 10 Corps was to launch two armoured car regiments from the tip of the salient to raid the enemy's rear. 5 and 6 New Zealand Infantry Brigades were to concentrate in the salient ready to exploit success if called on.

The attack was to be supported by a very strong concentration of artillery fire. As in the opening attack all guns were to be employed beforehand in silencing enemy batteries. Then, while a hundred and ninety-two guns put down a creeping barrage over the four thousand yards of front, a further hundred and sixty-eight were to shell known and likely enemy positions in, the path of the advance and on either side of it. All available guns were then to be concentrated in support of 9 Armoured Brigade's attack on the Rahman track. The strength of this artillery support was, however, to some extent offset by an inevitable lack of exact knowledge of enemy dispositions. Timing was also a problem. The moon was now on the wane, and zero hour had therefore to be made three hours later than on the opening night of the battle. When the attack went in at 0105 hours on 2nd November the enemy were able to offer rather more opposition than had been expected, having regard to the gruelling artillery and air bombardment to which they had been subjected. It was not until 0600 hours that 151 Brigade reached its objective. 152 Brigade on the left reached its objective half an hour earlier, but still two hours later than had been planned. Meanwhile 9 Armoured Brigade had been delayed by mines and still more by artillery fire from the flanks which had caused appreciable casualties. As a result, the brigade crossed its start line half an hour behind schedule. The delay proved very costly for at dawn it found itself on the muzzles of the powerful screen of anti-tank guns on the Rahman track, instead of beyond it as had been planned. It was here that occurred what has been called the battle of Tell el Aqqaqir, [*There was a previous battle of Tell el Aqqaqir on 26th February, 1916, in the campaign against the Senussi, but this is another place of the same name, fifteen miles south-east of Sidi Barran.] which was the largest clash of armoured formations in the whole battle. The Tell itself is a small rise in the ground just beyond the Sidi Abd el Rahman track.
All three regiments of 9 Armoured Brigade displayed the greatest gallantry, in the two hours fight which followed the dawn encounter. They held their ground tenaciously in spite of very heavy losses and though eighty-seven of their tanks were destroyed they accounted for a large number of the enemy guns. At this price they held open the end of the salient for 1 Armoured Division to emerge.

It had great difficulty, for it came under heavy fire at once and in a short time the enemy armour began furiously to engage both flanks of the salient. The armoured brigades turned outwards to meet these converging attacks, which were heaviest on the northern flank where 21 Panzer Division was soon engaged. The situation looked dangerous at times, but the enemy had been tricked into allowing his armoured divisions to become separated again and was once more compelled to pit his tanks in two separate groups against our massed armour and artillery. He fought with the certain knowledge that all was at stake and with all the skill of his long experience in armoured fighting. At one moment 21 Panzer Division broke right into the north flank of the salient, but slowly as the day wore on the enemy was forced back. His losses were crippling and the Africa Corps would fight no more as a Corps on Egyptian soil.

The battle of 2nd November was the decisive action and it must have been that night that the enemy decided to withdraw. Indications of a withdrawal came early on 3rd November and increased as the day wore on. One armoured car regiment, the Royal Dragoons, had managed to pass round the enemy's gun line in the dawn mist on the 2nd and was already raiding his communications and firing his dumps in rear; but the main body of our armour was still penned in to the east of the Rahman track. 7 Motor Brigade had made a night attack on the night of the 2nd in an attempt to cut through the gun screen across the track, due west beyond Tell el Aqqaqir, but the country was completely flat and the positions gained would have been untenable by day. At dawn, therefore, 8 Armoured Brigade tried another tack and moved south-west; here too it struck ground sown with mines and raked with anti-tank fire so that after slow progress it was again held up on reaching the Rahman track. 4/6 South African Armoured Car Regiment, however, managed to slip past and raced to join the Royals at El Daba. Meanwhile the full weight of our air attack was switched to the main road, where slow-moving, close-packed transport already in retreat presented excellent targets from Ghazal to Fuka.

But although the enemy had acknowledged defeat and turned to flight, he still hoped to be able to conduct an orderly retreat, and of this he had a reasonable chance as long as he maintained his blocking position on the Rahman track. An infantry assault was essential to break through the anti-tank screen, and the infantry on the spot were exhausted; General Montgomery decided accordingly to employ a detached force from 4 Indian Division which had hitherto not been heavily engaged. 5 Indian Brigade, composed of Essex, Baluch and Rajputana Rifles, was selected. After a night approach march of extreme difficulty, the brigade attacked at 0230 hours on 4th November, about five miles south of Tell el Aqqaqir, behind a hastily organized but admirably fired moving barrage. The attack was completely successful; by dawn the southern end of the enemy's gun screen had been forced back and it now faced south-east, covering the coast road. Round the end of it the armoured divisions of 10 Corps now poured. At the same time the area immediately south of Tell el Aqqaqir was cleared up under the direction of 51 Division and the Australians in the north, advancing into the central pocket, found that most of the Germans and Italians enclosed there had slipped away in the night.

10 Corps had been reorganized and regrouped for the pursuit and had now under command all three armoured divisions, 1st, 7th and 10th [*1 Armoured Division with 2 Armoured and 7 Motor Brigades, the 7th with 22 Armoured and 131 Lorried Infantry Brigades and the 10th with 8 Armoured and 133 Lorried Infantry Brigades. The two Lorried Infantry Brigades were taken from 44 Division; the association of 131 Brigade with 7 Armoured Division, which began in this purely fortuitous manner, became permanent and 1 Armoured retained 7 Motor Brigade, the original 7 Armoured Division Support Group.]. The New Zealand Division, with 9 Armoured Brigade, now reduced and reorganized as a composite armoured regiment, and adding 4 Light Armoured Brigade to its command, was held in reserve under 30 Corps. The three armoured divisions crossed the Rahman track soon after first light on 4th November with orders to make for the road at Ghazal and beyond it. They had advanced little more than six miles, however, when they again found themselves confronted by the anti-tank gun screen which had again fallen back to form a wide arc covering Ghazal. It was evidently Rommel's hope to extricate the greater part of his northernmost forces in an orderly manner behind this screen; but the hope was soon frustrated for shortly after midday the New Zealand Division, with 4 Light Armoured Brigade on its right flank, was sent in a wide sweep to the south with orders to press on and secure the escarpment at Fuka.

As this great mass of motorized and armoured troops was observed pressing westwards to the south of the German rearguards Rommel at first refused to believe that it was the British armour and to General von Thoma's expostulations replied that it could only be the Trieste Division, for the British could not have got so far forward in so short a time. The Commander of the German Africa Corps therefore went forward to make a personal reconnaissance to obtain the evidence to convince his superior and was captured in the process by a British tank. When thus dramatically convinced Rommel saw at once that only by the speediest withdrawal could he hope to extricate any of his German troops. The Italians must be abandoned to their fate; the majority of them were in any case already cut off. The whole of X Corps, being without any transport, and the survivors of XXI Corps in the same plight waited on the battlefield to surrender. Some attempted to march off to the west in long, straggling columns and some individuals undoubtedly perished in the desert while attempting to find their own way back. Formations from 13 Corps were employed to round up these stragglers. The Headquarters of XX Corps withdrew straight down the road without having taken any part in the battle; the, remains of the Ariete Division followed their Corps Commander until overtaken by fuel shortage, whereupon they abandoned their remaining tanks at various points along the road. The Littorio Division had been practically destroyed and few of the Trieste escaped.

The action around Ghazal on 4th November ended the battle of El Alamein. Rather less than a third of the original Axis force succeeded in making good its escape. We estimated enemy casualties as ten thousand killed and fifteen thousand wounded; over thirty thousand prisoners were taken, ten thousand of them Germans, and nine Generals were included in the bag. Of six hundred enemy tanks four hundred and fifty were left on the battlefield. Over a thousand pieces of artillery were destroyed or captured. Large quantities of ammunition, stores and equipment of all natures fell into our hands intact in the early stages of the pursuit. The hostile force with which we now had to reckon amounted to little more than one composite division. 90 Light Division, upon whom fell the burden of covering the retreat, had been reduced to about a strong regimental group. The survivors of 164 Division equalled about another regimental group. Of the hundred and fifty tanks remaining about seventy belonged to the Ariete Division and shortly fell out along the road. The remnants of 15 and 21 Panzer Divisions, mustering some eighty tanks between them, formed the armoured component of the force. In reserve there were the Pistoia Division on the frontier and 8o Spezia Division which had recently arrived in Tripolitania, both as yet untried.

Our own casualties were not unduly severe - thirteen thousand five hundred killed, wounded and missing, or just under eight per cent. of the force engaged. A hundred guns had been destroyed and, although more than five hundred tanks were disabled in the battle, only a hundred and fifty were found to be beyond repair. It is fitting at this point to mention that it was very largely the high efficiency of the repair and recovery organization which enabled us to retain our superiority in armour throughout the fighting. In 10 Corps alone, of five hundred and thirty tanks received in workshops, three hundred and thirty-seven were put in service again during the eleven days the battle lasted.

Our casualties were a negligible factor as far as the pursuit was concerned; on 4th November the Eighth Army could put into the field very nearly six hundred tanks against eighty German. The main problem was, not to find forces strong enough to defeat the fleeing enemy, but to arrange that the pursuit should not outstrip supplies. Great distances, scarcity of communications and scarcity of water are the principal attributes of the Libyan Desert. Tobruk is three hundred and fifty miles from Alamein, Benghazi three hundred miles further on and El Agheila, which on two previous occasions had proved the turning point of hitherto successful campaigns and which is the strongest defensive position in the desert, a hundred and sixty miles further still. The water sources along the coast as far as the frontier were expected to be, and were, thoroughly oiled [*The best way of rendering a well unusable, as practised by both sides, was to pour in bone oil. This is not poisonous, but very nauseating]; the water pipeline from Alexandria could no longer be relied on. The railway ran as far as Tobruk/but it was not reasonable to suppose that it would be of any service in the early stages of the pursuit, though preparations had, of course, been made to repair it as fast as possible. For the leading troops road transport was the only means of supply. Even the road was not entirely reliable, since there were many places, such as the escarpment pass at Sollum, where it could easily be demolished, necessitating a long detour. Motor transport, though a great deal more plentiful than in earlier campaigns, was still inadequate to supply the whole of 10 Corps beyond Matruh and a pause would be necessary before we could advance across the frontier. The overriding consideration of the next phase of the offensive, therefore was to cut off and destroy as much as possible of what remained of the enemy before they could withdraw beyond our reach.

The battle of El Alamein had been a stand-up fight, lasting for eleven days but skilful leadership and the tenacity of the fighting soldiers and airmen won the day and with it the first great victory for the Allies. It proved to be the turning point of the war. This great battle was the fore-runner of a series of victories which never ceased until the enemy were finally cleared from the African continent and it had been decisively won four days before the Anglo-American Expeditionary Force under General Eisenhower landed in French North Africa. The world knew that the Axis had suffered a major disaster and there is no doubt that this knowledge, by its influence on French and Spanish opinion, was of vital importance in assisting General Eisenhower's mission.

The Pursuit to Agheila.

The enemy withdrew from his delaying positions south of Ghazal during the night of 4th November and on the 5th the pursuit proper began. 10 Corps commanded the pursuit force with 1 and 10 Armoured Divisions directed on Daba and 7 Armoured Division directed on Fuka. The New Zealand Division, which had some difficulty in extricating itself from the confusion of the battlefield, also moved off at dawn on its way to Fuka, passing from 30 to 10 Corps; it had 4 Light Armoured Brigade under command. The importance of Fuka lay in the fact that the road here passes up a three-hundred-foot escarpment which is almost impassable except on the axis of the road and railway. If we could get there across the desert quicker than the enemy could along the road we should be able to cut off a good deal of his rearguard. 30 Corps, with 51 and 9 Australian Divisions, was held in reserve and ordered to clear up the coastal area; the task of clearing the main battlefield was entrusted to 13 Corps.

The first stage of the pursuit went well. By midday on 5th November 1 Armoured Division had taken Daba and was ordered to strike across the desert to cut the road west of Mersa Matruh. At the same time 10 Armoured Division fought a sharp but short engagement with a German armoured rearguard at Galal, between Daba and Fuka, in which it destroyed or captured forty-four of the enemy's remaining eighty tanks. After this success the division was ordered to press down the main road to Fuka. The enemy rearguard attempted to hold the Fuka escarpment and the New Zealand Division was momentarily held up there south of the road; but 4 Light Armoured Brigade forced its way past late in the evening and by midday on 6th November had reached Baqqush, about thirty miles from Mersa Matruh. There they were joined later by the rest of the division and by 8 Armoured Brigade which had broken through the enemy rearguard on the road and captured over a thousand more prisoners, including the headquarters of the Folgore Division. Meanwhile 7 Armoured Division struck across the desert to the south of the Fuka escarpment and attacked another party of the enemy near Sidi Haneish, on the main road just west of Baqqush. In this action we destroyed fifteen tanks and seven heavy guns and took two thousand prisoners. The enemy's tank strength was now down to about thirty.

By the evening of 6th November, we had cleared the road up to a point less than thirty miles east of Matruh with our main forces, and 4J6 South African Armoured Car Regiment was operating with great success on the road west of Matruh where it had taken two thousand prisoners and captured or destroyed numerous vehicles. 1 Armoured Division, advancing through the desert, had drawn level with Matruh to the south and was well on the way to cutting the road beyond it. At this point, however, the pursuit was brought abruptly to a standstill. Light rain had begun to fall during the afternoon of the 6th and during the night it turned into a downpour. The desert became a morass in which tanks could move only very slowly and wheeled transport was completely bogged. This at once stultified the whole conception of the pursuit which consisted in continuously outflanking through the desert the enemy retreating up the road. The New Zealand Division, being lorry-borne, was stuck for thirty-six hours and the motor brigades and the supply echelons of 1 and 7 Armoured Divisions were in a similar predicament. Only the South African armoured cars and the elements of 4 Light Armoured Brigade that were within easy reach of the road were able to move: the latter were too weak to overcome the strong rearguard covering the evacuation of Matruh and a single armoured car regiment was powerless to prevent the escape of the main body of the enemy.

As soon as this state of affairs became known 10 Armoured Division, which had been halted at Fuka for administrative reasons, was ordered to push on to Matruh by the road. This turned the pursuit into a direct following up of the enemy and gave the enemy rearguards every advantage. The armour did not reach the outskirts of the town until shortly before dusk on the. 7th and, having launched one unsuccessful attack, could do no more until daylight. Next morning, after a brief engagement, we entered the town to find it evacuated. At the same moment, two thousand miles further west, the first assault waves were coming ashore on the beaches of French North Africa.

Although we had inflicted very heavy damage on the remnants of the enemy during the first two days of the pursuit, they had been saved by the rain from complete encirclement at Matruh. The opportunity was unlikely to occur again until Agheila, and our prospects of being able to fight a decisive battle there depended upon our ability to assemble and maintain a sufficiently powerful force to, take the offensive before the enemy had organized the position thoroughly and received reinforcements. The principal object of the next phase of the pursuit was therefore to capture the two ports of . Tobruk and Benghazi and develop them to their full capacity in as short a time as possible. This was the task of the pursuit force, which had to be reduced in strength as the advance went on, owing to the increasing difficulties of supply. The pursuit force seized any opportunity of rounding up the enemy that occurred, but the task of striking at the enemy's retreat was entrusted mainly to the air forces, operating from landing grounds well forward - often, in fact, in advance of the main body and protected only by armoured cars.

The pursuit force, consisting of 7 Armoured Division and the New Zealand Division (5 New Zealand Infantry Brigade, 9 Armoured Brigade composite regiment and 4 Light Armoured Brigade), under command of 10 Corps, set out at dawn on 8th November with the frontier as the first objective and Tobruk as the next. The pace of the advance was hot. On the coast road the New Zealand Division was opposed east of Sidi Barrani and on the line of our old minefield at Buq Buq. This opposition, however, was swiftly overcome and, after a company of infantry had captured Halfaya Pass, and six hundred prisoners from the Pistoia Division, in a surprise night attack, the division climbed the escarpment on the 11th and occupied Capuzzo, Sollum and Bardia. Meanwhile 7 Armoured Division crossed the frontier on the 10th, after a march across the desert of a hundred and sixty miles by the classic route on top of the escarpment, and swung northwest to join the New Zealanders at Capuzzo. On 12th November 4 Light Armoured Brigade pressed on and captured Gambut and El Adem and at 0900 hours on the 13th 131 Lorried Infantry Brigade, followed by the main body of 7 Armoured Division, entered Tobruk without opposition.

The main body could proceed no farther until the port of Tobruk was open, but it was essential to secure the landing grounds at Tmimi, Martuba, Derna and Mechili, so as to bring our fighter aircraft within range of the Gebel Akhdar and Benghazi. There was an even more pressing reason for capturing the coastal group of landing grounds. No convoys had sailed to Malta since the previous April owing to the impossibility of providing air protection and the garrison and people of the island were now on the verge of starvation. The situation would be beyond control unless a convoy putting out from Alexandria on 16th November arrived safely and of that there was little hope without strong fighter protection from the coast of Cyrenaica. It might very well have proved impossible to supply any further advance, seeing that 10 Corps had advanced two hundred and twenty miles in six days and that heavy demolitions had been carried out both on the road and the railway. But the administrative arrangements stood the strain, stores were landed at Sollum and the harbours of Matruh and Bardia were opened within two days of their capture so "that enough supplies were available to allow Light Armoured Brigade to continue. While the main body hastened down the road and secured Tmimi on 14th November another column moved across the desert via Bir Hacheim and Rotonda Segnali, so as to outflank any possible opposition on the road, and occupied Martuba on the following day. Derna was reported clear on 16th November. On that day the Gazala landing grounds were brought into use and on the 18th our fighters were able to cover the passage of the Malta convoy. Its safe arrival marked the end of the siege and the beginning of the delivery of the brave garrison and people of Malta from the greatest continuous ordeal of the war.

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 Agedabia. General Montgomery was determined, however, not to take any chances, especially in view of the difficulties of the maintenance situation, and 10 Corps was instructed to despatch 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, 10 Corps, was ordered to strengthen, if possible, the outflanking force; this proved impracticable in the then existing circumstances. By very careful organisation of reserves 4 Light Armoured Brigade had found it possible to advance to Maraua on 18th November, in spite of demolitions and mines on the road. The main body of 10 Corps was halted around Tmimi.

In the meantime, two mobile columns, consisting of 11 Hussars and the Royals, with supporting arms, under command of 7 Armoured Division, were directed on Msus across the desert. By the evening of 16th November, they, had reported Mechili clear and were operating within forty miles of Msus. Rain now began to fall again and it took the two columns twenty-four hours to struggle through sixty miles of waterlogged ground to the escarpment which the enemy rearguard was holding to cover the evacuation of Benghazi. On 18th November they engaged the rearguard at Sceleidima and Antelat, the two main passes in the escarpment, but were unable to force their way past. During the night the enemy withdrew and the advance of the two columns was again delayed by bad going. On the 10th, II Hussars entered Benghazi [*11 Hussars had been the first British troops to enter Benghazi on its first capture in February, 1941; they were also first into Tripoli in January, 1943, and Tunis in May 1943 (with 1 Derbyshire Yeomanry).] and found the town and neighbourhood clear of enemy, and it was not until midday of the 21st that the Royals made touch with the enemy rearguard again at Agedabia. The administrative position was now becoming easier and the vanguard of 22 Armoured Brigade, having raced across two hundred and sixty miles of desert, at once began to turn the enemy's flank. Thus threatened, he lost no time in abandoning Agedabia. The road southwards was heavily mined and the advance was much impeded; but by 25th November patrols were in contact with the next enemy position at Agheila. The whole of Cyrenaica was now in our hands.

During this phase of the pursuit, when 10 Corps was unable to come to grips with the enemy, the work of the Royal Air Force was particularly valuable. All the way from Daba to the frontier, and particularly at Sollum, where the congestion was greatest, retreating enemy transport was relentlessly attacked. On 11th November, while the New Zealand Division was occupying the frontier area, our fighters caught up with the enemy air force and had a specially successful day, shooting down enemy aircraft not only over the frontier but also on the enemy's own landing grounds at Gambut and El Adem. By the 13th our own aircraft were based on these same two airfields, bombing and machine-gunning enemy transport in the Gebel Akhdar. On the same day two squadrons of fighters made a bold move, completely by air transport, to a landing ground only a hundred and eighty miles east of Agedabia; well ahead and to the south of our forward troops, and inflicted considerable damage on the enemy's columns retreating round the bend of the Gulf of Sirte. By 16th November the main fighter force was operating from Gazala and destroyed thirty-seven enemy transport aircraft by the use of which the enemy was desperately trying to relieve his fuel shortage. After this the air force, like the main body of the Army, was temporarily chained to the Tobruk area until the supply situation improved and for a few days enemy aircraft were able to attack our light columns in the desert on a scale to which we had long been unused. By 26th November, however, two wings of fighters were established at Msus and our air superiority over the forward, area was restored.

The Conquest of Tripolitania.

At Agheila Eighth Army was facing the strongest position in Libya. An army advancing from the east comes first upon a large area of salt marsh, running roughly north to south, known as the Sebkha es Seghira; there is then a gap of about fifteen miles between this and another salt marsh to the south, Sebkhet Gheizel. This gap is filled with soft sand and difficult going, including large areas of windblown crescent-shaped dunes. The south side of the position is protected by a partly impassable escarpment, more sand dunes and more salt marshes and the rear is entirely covered by the Sebkha el Kebira. These salt marshes would be at their most difficult in this comparatively rainy season. Remoteness was another great strength of the position; to build up sufficient reserves for a proper attack at a distance of a hundred and fifty miles from Benghazi and three hundred from Tobruk was a matter of some time. This had in the past been one of the reasons why Agheila had twice marked the high-water-mark of a British advance into Libya.

On this occasion, however, the enemy was in no position to reinforce his troops at Agheila. The Anglo-American invasion forces in French North Africa had established themselves firmly in Morocco and Algeria and by the time Eighth Army made contact with the Agheila position the vanguards of First Army were within twenty-five miles of Tunis. All available Axis reinforcements had to be rushed to Tunisia, whose retention was judged by the enemy much more valuable than that of Tripolitania, and there were none available for Rommel. He had picked up three divisions on the way back from Alamein; of these the Pistoia and Young Fascists Divisions were inexperienced and 8o Spezia Division had lost a large part of its artillery on its way across the Mediterranean. With these and the relics of the other Italian divisions he had little more than twenty-five thousand Italians to eke out his ten thousand German survivors. Tank strength was calculated at between sixty and seventy. In spite of the strength of the position these forces were not enough to defend it; the enemy decided therefore to hold Agheila only long enough to force us to deploy in front of it and then to retire, before we could attack, to a position at Buerat, covering Tripoli.

On our side the problem was almost entirely one of maintenance. The enemy had carried out heavy demolitions of certain sectors of the desert railway and of, the pipeline from Alexandria; the main road had been blown up at Sollum pass and many places in the Gebel; the water supplies at Bardia, Tobruk and Benghazi had been destroyed; very great damage had been caused at Benghazi and Tobruk by our own bombing and by enemy demolitions. Nevertheless, we had allowed for all this; our assessment of probable damage had been conservative and the arrangements for repair proved entirely satisfactory. Railhead was opened at Capuzzo on 21st November and at Tobruk on 1st December. By the latter date three thousand tons of Nile water were being delivered daily twenty-five miles west of Matruh and the water sources at Tobruk and Bardia were rapidly put into commission. The Sollum road was repaired within forty-eight hours, and in the Gebel, deviations were constructed fast enough to avoid delay to supply columns. The first ships entered Tobruk and Benghazi four days after capture, in two weeks Tobruk was operating to its full capacity of a thousand tons daily and in three weeks twice that amount was being discharged at Benghazi. Within a very short time sufficient supplies were pouring into Cyrenaica to enable the air forces to continue uninterrupted their heavy attacks on enemy ports and shipping, to allow troops and reserves to be gathered in readiness for a further advance, and strong forces to be maintained in the forward area to ensure an impenetrable screen of observation. The exceptionally long road haul to the forward area and the availability of motor transport, however, were the limiting factors and General Montgomery calculated that it would be the middle of December before we would be able to resume the advance.

The two weeks which elapsed were fully occupied with preparations and reconnaissance for the attack and with reorganisation. Headquarters 30 Corps assumed command of the forward area from 10 Corps on 26th November. On 3rd December the Corps moved forward to gain close contact with the enemy; 51 Division took over the northern sector with orders to carry out active patrolling and to maintain pressure on the enemy while 7 Armoured Division, stationed farther to the rear, was given the task of observing and harassing the southern flank. At the same time 8 Armoured Brigade relieved 22 Armoured Brigade, which badly needed an opportunity to refit after a continuous advance of over eight hundred miles. By the 9th the New Zealand Division was concentrated round El Haseiat. This is a track junction down in the desert south-east of Agedabia and well back from the enemy positions; the intention was to pass the New Zealanders round the enemy's inland flank, well to the south in the hope of avoiding observation, and strike north to the main road well west of Agheila. By 12th December 30 Corps was ready to advance. In the north the direct blow was to be given by 51 Division both along the road and south of the Sebkha es Seghira; 7 Armoured Division was to follow up the latter blow .and the only reserve was 23 Armoured Brigade south of Agedabia.
It had been General Montgomery's intention to launch the attack on 16th December but by the beginning of the month we were already getting clear indications that the enemy was not going to hold. [*From the Ciano Diaries it appears that the decision to evacuate had been taken at least by 8th December.]. The Italian infantry was the first to go; they had no transport and if their evacuation were delayed they might share the fate of X Corps at El Alamein. The defence of the position was thus left to the German mobile forces, who could delay their departure without undue risk until our attack appeared imminent. There was still a chance, however, that the outflanking movement of the New Zealand Division might be able to catch some of his rearguards and the greater the losses we could inflict on his German troops the less chance there was of his being able to stand on his next position. Accordingly, the date of the attack was advanced as much as possible; the New Zealanders started off from El Haseiat on 12th December, 51 Division starting active raiding against the positions north and south of the Sebkha on the 11th to distract attention from the move, and the frontal attack was planned for the 14th.

During the night of 12th December, the enemy began to withdraw. He relied principally on mines, booby-traps and demolitions to cover the road, a most effective policy for it was not until the evening of the 15th that 152 Brigade had covered the thirty miles from Mersa Brega to Agheila fort. In view of this slow advance 7 Armoured Division, with 8 Armoured Brigade in the lead, was passed through 153 Brigade round the south end of the Sebkha. Having fought a successful engagement with the enemy rearguard on the Marada road to the south of Agheila the armoured brigade followed hard on the heels of the rearguard until it was held up by an anti-tank ditch running across the main road about twenty miles west of Agheila. This obstacle could not be crossed until the morning of the 16th when the enemy retired and 7 Armoured Division pressed on to chase him, it was hoped, on to the guns of the New Zealand Division which had taken up its position to the west.

The New Zealanders had fetched a wide circuit round the main position. Their objective was the Wadi Matratin, some sixty miles west of Agheila, and they reached it after a most difficult march just as night was falling on 15th December. A large part of the enemy rearguard was still to the east and, as the wadi, though not a complete obstacle, is crossed easily only in the neighbourhood of the road, it seemed that the manoeuvre had succeeded. The division, however, had some difficulty in deploying in unknown country by moonlight and in registering its guns. Next morning, therefore, the enemy, fully aware of his desperate predicament, was able to break up into small parties and race for safety through the gaps in our deployment, losing a number of tanks and guns but succeeding in getting the main body away. As soon as it was seen that by these tactics the enemy was escaping 4 Light Armoured Brigade was sent on to harass the fugitives. But almost every one of the bridges and culverts over the numerous wails had been blown up, and the wadis sown with mines; in addition, the country on either side of the road was exceedingly Tough, so that the armoured cars were unable to close with the enemy. In spite of these difficulties the advance guard covered the forty miles to Nofilia by the evening of 16th December. For the next two days the Light Armoured Brigade engaged round Nofilia in skirmishes with the enemy rearguard, which began to retire on the 19th by stages to Sirte. By 22nd December 90 Light and 21 Panzer Divisions had joined the main body, which was hastily preparing a fresh defensive position at Buerat, leaving 15 Panzer Division to cover Sirte.

Beyond Nofilia an advance in force was for the moment impossible for administrative reasons: Nofilia itself is two hundred and sixty miles from Benghazi, the advanced base, and Sirte eighty miles further still. An advance was essential, however, for the sake of the Royal Air Force, since there were very few landing grounds in the area in which we were operating and it was vital to secure those at Sirte, in order to give close support to the attack on the Buerat line. An armoured car regiment was therefore sent to work round to the south of the village. Fearful for the loss of half of his remaining tanks the enemy at once withdrew and shortly after noon on Christmas Day the village was entered without opposition. As the enemy had proved so sensitive to an outflanking movement the manoeuvre was continued until finally, by 30th December, he had fallen back before our armoured car patrols to the main position.

The Buerat position was not particularly strong and could easily be outflanked. East of the village was the broad and difficult Wadi Bey el Kebir and west of it the Wadi Zem Zem; it was on the latter that the enemy established his main position, which was less than twenty-five miles in length. It was a subject of considerable conjecture at the time why Rommel should have decided on standing where he did rather than further back, in particular on the naturally very strong line from Tarhuna to Homs. The reason, as it now appears, was that the Axis had decided to evacuate the whole of Tripolitania and concentrate all they resources on the defence of Tunisia. The decision had been made by 31st December. Strategically the intention was sound; the German High Command believed that it would be possible to hold a permanent bridgehead in Tunisia which could tie down our forces there and continue to maintain the barrier in the Mediterranean communications at the Sicilian narrows. Naturally the more time that could be obtained for the purpose of evacuation the better and the mobile rearguard would therefore await our attack as far forward as was safe. The Italian infantry divisions began to move back in the first week in January and shortly afterwards the Trieste Division, including the remains of all the Italian divisions destroyed at Alamein, and 21 Panzer Division were detached from the Army and sent to southern Tunisia. The rearguard therefore consisted mainly of 90 Light and 15 Panzer Divisions.

We were naturally unaware of the enemy intention to withdraw right into Tunisia and to all appearance the problem now facing us was a most difficult one. It would be comparatively simple to turn the Buerat line but before we attempted that it was essential to be in a position to advance direct on Tripoli without a pause and seize the port. Just before we reached it we should be six hundred miles from our nearest base, at Benghazi, and to maintain any appreciable force over that distance would present insuperable difficulties. There was no suitable port on the Gulf of Sirte and everything had to come up by the one road; it would require at least two weeks to build up the reserves, especially the petrol, which would be needed for the dash to Tripoli. In the meantime, there was a good deal of reconnaissance to be done. This country was quite unknown to us, except from the not very reliable Italian maps, and General Montgomery employed the Long-Range Desert Group, which I had put under his command, for an extensive programme of reconnoitring routes forward and landing grounds. I cannot speak too highly of the work of this very specialized organization both now and on previous occasions; its members, all picked volunteers, had reduced the problem of moving across the desert to something between an exact science and a fine art.

General Montgomery's plan was to attack up the main road with 50 and 51 Divisions and make a wide outflanking movement through the desert to the left with 7 Armoured and 2 New Zealand Divisions, all under 30 Corps. He was very anxious, however, not to scare the enemy off his present line prematurely, for a withdrawal would multiply our problems. Accordingly, the main bodies of this force were left right back and the enemy observed only with an armoured car screen from 4 Light Armoured Brigade. 7 Armoured Division was forty-five miles further east, the New Zealand Division a hundred miles and 51 Division, except for 154 Brigade on the Wadi Bey el Kebir, two hundred miles behind the front. This, of course, had the additional advantage of easing the problem of maintenance. Advance parties were brought forward to reconnoitre the proposed routes of attack and some artillery registration was carried out. The intention was to attack on 15th January if the enemy showed signs of withdrawing and on the 19th if he was prepared to stand. It was soon clear that the former was the more likely; the infantry began moving off, Pistoia and Spezia on the 3rd and 4th and the Young Fascists shortly afterwards. At this point, however, an unexpected difficulty arose. On 4th and 5th January very heavy gales at Benghazi caused severe damage; the outer mole was breached, four ships, one containing over two thousand tons of ammunition, were sunk and the capacity of the port was reduced by two-thirds. The intake of stores had to be supplemented by road from Tobruk. In order to make up for this while still sticking to the proposed` date General Montgomery decided to drop 50 Division from the attack and leave it and the rest of 10 Corps, which he had intended to bring forward to the Agheila area, back in Cyrenaica between Tobruk land Benghazi. Here they would be grounded and all their vehicles used to supplement the transport needed for the extra road-haul, an additional three hundred miles.

The main bodies of the divisions of 30 Corps which had been left in rear moved forward on 14th January and went straight into action from the approach march at 0715 hours on the 15th - a rare example of the "encounter battle". On the right 51 Division met its first opposition (beyond Buerat on the Wadi Kfef where it was held up all day. On the left the New Zealanders and 7 Armoured Division felt with some caution round the southern end of the enemy's anti-tank screen. By the evening we had reached the Wadi Zem Zem and seized the main crossing at El Faskia. The battle of the Buerat line was now over in a day and the enemy began to withdraw on his whole front, making for the hilly country covering Tripoli on the south-east. His main anxiety throughout was for his desert flank, since his left, retreating by the road, had to make a fairly wide circuit through Misurata and Zhten He went back fairly slowly, therefore, on his right, pivoting on Beni Ulid until 90 Light Division on the coast had reached Homs; then he drew his southern forces back to Tarhuna and by the 19th was again facing south-west on the general line Homs-Tarhuna. The two divisions on our left found great difficulty in coming to grips with the enemy for the country was very difficult and, in the early stages, strewn with mines 51 Division, on the coast, met less enemy resistance but was delayed by heavy demolitions and mines all along the road. It was not until the early hours of 18th January that the division entered Misurata and the evening of the 19th when it entered Homs. We were now in close contact with the enemy all along his new position. By this time too our fighter aircraft had been installed on new landing grounds at Bir Dufan, south-west of Misurata, where they could attack the enemy in the hill country all the way to Tripoli.

So far, the enemy had not been hustled but we should now be in a position to play on his fear for his right flank. Accordingly, 4 Light Armoured Brigade, which had been operating far out on our left, was ordered to edge still more to the west; at the same time 22 Armoured Brigade, which had remained in Army Reserve between the two thrusts and had not yet been engaged, was sent due north to the coast road at Zliten. The intention was that, if the enemy reacted to our threat on the west, 51 Division now reinforced with a hundred and fifty fresh tanks, should drive hard down the road to Tripoli. The ruse was successful: the enemy armour was kept south-west of Tarhuna to oppose 4 Light Armoured:- Brigade and the Ramcke Parachute Brigade was moved across to the same area from Homs. The enemy does not appear to have noticed the arrival of 22 Armoured Brigade at Zliten.

In spite of this success in misleading the enemy, the difficulties of the terrain west of Homs made up for the fewness of the defenders in that sector. For the first thirty-five miles from Homs the road to Tripoli winds through ravines and it had been demolished in many places with great skill and thoroughness. A rapid advance was impossible over such country and in face of opposition After several sharp actions with the rearguard, notably in the prepared defences west of Homs and again at Corradmi, 51 Division emerged into the plain of Tripoli and captured Castelverde on the morning of 22nd January. Here they were only thirty miles from the town and since the country was now more open and suitable for the employment of armour 22 Armoured Brigade was brought into the lead. The rearguard of 90 Light Division made a final stand covering a demolished causeway fifteen miles east of Tripoli and darkness fell as the tanks were struggling in deep, soft sand to work round the flanks. There was only one company of infantry forward to deal with what was essentially an infantry problem. A battalion of 51 Division was therefore ordered forward, riding on "Valentine" tanks, to stage an attack in the full moonlight. The attack was successful and the infantry and tanks pressed on through the night down the main road to Tripoli. 22 Armoured Brigade followed, taking the by-pass road to approach the town from the south.

The advance of the left flanking column proceeded at about the same pace. Having entered Tarhuna on 19th January 7 Armoured Division was held up throughout the next day by enemy holding the hills flanking the defile through which the road descends into the plain of Tripoli. On the 21st the armoured cars of the division worked round the southern flank and entered the plain; at the same time leading elements of the New Zealand Division, which had been ordered to try the descent further west, found another way down the escarpment and came up on their left. But the way was not yet clear; the enemy rearguard was strong and continued to offer stiff resistance at Castel Benito, Azizia and Garian. Moreover, it necessarily took some time to deploy our main forces in the plain, as the single road through the Tarhuna defile was demolished in several places and the alternative route which the New Zealanders had discovered traversed rough country. In the late afternoon of the 22nd, however, the enemy began to evacuate Garian, and shortly after Castel Benito also, and the southern approach to Tripoli was open.

11 Hussars entered Tripoli from the south at 0500 hours on 23rd January and at about the same time 1 Gordon of 51 Division came in from the west. At 0900 hours the same day General Montgomery received the formal surrender of the Italian authorities outside the city. The last of the enemy's armed forces had left some hours before but the entire civilian population remained, in contrast with Benghazi which had been evacuated by the Italians. Eighth Army's entry was accepted peacefully; the Italian municipal and police officials remained at their posts and the British Military Administration assumed the government of the city and province in an atmosphere of calm. A curfew was imposed on military and civilians. Private and civic buildings and establishments were little damaged. The public services were still functioning, but the food supply was restricted. This was remedied as occasion permitted and British soldiers were forbidden to buy civilian food; none of them, except those whose duties made it essential, were quartered in the town. Many of the military establishments and installations had been wrecked and the damage to the port was particularly widespread. Quays and wharves were cratered, the mole breached, and the entrance to the harbour was blocked with sunken ships.

By the end of the month the rest of Tripolitania had been cleared. In this task we were aided by a column of Fighting French from the Chad Territory which, while Eighth Army was advancing along the coast, invaded the country from the south and conquered the Saharan province of the Fezzan. This represented a great feat of endurance and skill, for they started from Fort Lamy, fifteen hundred miles by air line south of Tripoli. The commander was General Leclerc, [*He later added this "nom de guerre" to his family name and is known as General d'Armée J.P Leclerc de Hautecloque] later famous as the commander of 2 French Armoured Division, which liberated Paris: The Fezzan was held by numerous Italian garrisons, each disposed to cover a water source, so that failure at any one point would have meant the risk of complete lack of water for the force. The first garrison to be overwhelmed was that of Umm el Araneb which surrendered on 4th January. The northern garrisons heeded the warning and began to withdraw before the end of the year. The southern garrisons had greater difficulty in getting away, mainly because of shortage of transport and fuel and the low morale of their native troops. Gatrun, Murzuk and Sciuref surrendered in swift succession. Ghadames, the most westerly, was attacked on 10th January. By the 15th the remnants of the Sahara Command, reduced by desertion and surrender to two thirds of its original strength of about three thousand five hundred, were gathered at Mizda and Garian and it was they who constituted the garrison of the latter place until the 22nd. Next day Mizda surrendered to an attack. With the fall of Ghadames on 29th January the conquest of the Fezzan was completed.

I must mention before concluding this part of the narrative those others under my command in areas where no operations took place but where our forces were employed in the wearisome round of guard duties and the maintenance of law and order. Lieut.-General (now Sir George) Holmes, commanding the Ninth Army in Syria, Palestine and Trans-Jordan, had to deal with a political situation which was always delicate and which might in certain circumstances have become explosive. His forces were very small indeed and of various nationalities but he was entirely successful in the tasks he had been set. With the flight of the enemy from Egypt the task, which had been given the Egyptian army of watching the Suez Canal for mines dropped by enemy aircraft became superfluous. I visited in the course of the winter our garrisons in Syria, Cyprus, Eritrea and the Sudan to confirm by observation the soundness of our existing arrangements. It was on small detachments such as these that the security of our Middle East base depended and I was glad of the opportunity of assuring them of the value of their unspectacular assignments.

I should like also to express my appreciation of the assistance I received from my colleagues of the Royal Navy and Royal Air Force, Admiral Harwood and Air Chief Marshal Tedder. Admiral Harwood had succeeded to the command of our naval forces in the Eastern Mediterranean at a time when our resources were at their lowest ebb. Our only two battleships in the Eastern Mediterranean had been severely damaged in 1941 by a daring assault by Italian swimming saboteurs in Alexandria harbour, leaving only light forces in the area. A large part of Alexandria harbour was occupied by the former French Eastern Mediterranean Squadron to whom we had given refuge and continued maintenance since July 1940; at that time, however, they could not see their way to throwing in their lot with the Allies. Our submarines continued to do most valuable work but perhaps I may be permitted to lay particular stress on the support which the Navy gave to the Army in our westward advance. Their work in reopening demolished ports and the convoying of supplies was of inestimable value and without it we could not have maintained our forces in Libya. Air Chief Marshal Tedder was to be my colleague in many campaigns still lying in the future. He had the most remarkable grasp of air problems of any Royal Air Force officer with whom I have served and a comprehension also of the needs of the Army. He organized, with the invaluable assistance of Air Vice Marshal Coningham, his Air Commander in the Desert throughout the campaign, the most complete measure of air cover for the fighting troops but the services of the Royal Air Force went beyond this purely defensive task, vital though it is; reaching out ahead of our advancing forces and striking the enemy without pause in his retreat he showed how a tactical air force well-handled can intervene to effect in the ground battle. These actions are spectacular and obvious, but I would draw attention also to the degree of administrative skill which is required to maintain the forward movement of an air force at such a speed as frequently to outstrip the troops on the ground and seize new bases ever further forward from which to strike the enemy.

The capture of Tripoli, three months to the day from the opening of our offensive, marked a definite phase in the African campaign. Tripoli had always shone as a far distant goal in the eyes of the Desert Army since the time when the first armoured cars crossed the frontier wire into Libya on the morning of 11th June 1940. When Eighth Army advanced further out of Libya into Tunisia it became part of a large machine and a break at this point is therefore appropriate. The desert had been left behind; by comparison Tunisia is almost European. And none could doubt that the end of the long years of fighting in Africa was now near at hand.


Formation of Eighteenth Army Group.

On 14th January, 1943, a conference of the Combined Chiefs of Staff opened at Anfa near Casablanca in French Morocco. It was attended by the Prime Minister and the President and by General Eisenhower, Commander-in-Chief, Allied Expeditionary Force. I was also summoned to attend and flew from Cairo with Air Chief Marshal Tedder. Among the other decisions taken at this historic meeting was the decision to reorganize the chain of command in Africa. Eighth Army was to come under General Eisenhower's command when +it entered Tunisia from Tripolitania. In order to co-ordinate the action of the large forces, of three different nationalities, which would then be engaged on the same task, the conquest of Tunisia, an Army Group Head-quarters was to be set up. I was to assume command of this, which would involve responsibility for the entire conduct of operations in Tunisia; I was also appointed Deputy Commander-in-Chief, Allied Expeditionary Force. My Headquarters was known as .Eighteenth Army Group, combining the numbers of First and Eighth Armies; I proposed to make it a very small and mobile Tactical Headquarters to direct the battle from close up. The staff to form this headquarters was flown round by transport aircraft from Cairo; I myself arrived in Algeria on 15th February and assumed command on 19th February. In a directive from General Eisenhower issued on the 17th [*Appendix "B"] I was instructed that my mission was the early destruction of all Axis forces in Tunisia.

Situation in February, 1943.

Before proceeding to summarize the dispositions of our own troops and the enemy at the time I assumed command it is essential to recapitulate briefly the course of events in the preceding three months, since the very complicated situation then existing was a natural development of the confused and varied fortunes of the fighting during that period. The original expeditionary force which had come ashore on 8th November, 1942, was divided into three task forces which had landed on the west coast of Morocco, north and south of Casablanca, at Oran, and at Algiers. The former two were American; the landing at Algiers, though under American command, included a British Brigade Group and it was the intention to build up into Algiers as rapidly as possible the advance elements of the British First Army, under Lieut.-General (now Sir Kenneth) Anderson.

General Eisenhower's mission was first to secure his base in the three assault areas and establish communications between them, and then to launch First Army eastwards from Algiers into Tunisia to seize the ports of Tunis and Bizerta. In accomplishing the former task, he had first to overcome the resistance of the French garrison, numbering over a hundred thousand regular troops in Algeria and Morocco. It was believed that these forces would resist the landings and if that resistance was prolonged, although after the first few days the French would probably have to withdraw to the mountains and conduct a guerilla campaign, we should probably be faced with at least three months' fighting before our base and communications could be deemed safe. This appreciation, and the danger of venturing without air cover into ports which the German bombers could reach, were the main reasons why the most easterly landing was made at Algiers, instead of nearer to Tunisia, which would have given us a better start in the race for the Tunisian ports. In order to do this, it would have been necessary to land all three assault forces inside the Mediterranean, for our limited resources, especially in shipping, could not be stretched to produce a fourth assault force. But this would mean that our lines of communication would run exclusively through the Straits of Gibraltar which could be closed if Spain entered the war on the side of the Axis. For this, reason it was essential to employ one of the assault forces on the Atlantic coast of Morocco to secure a possible alternative line of communications.

The French did oppose our landings but on 10th November Admiral Darlan agreed to an armistice and ordered all troops in North Africa to cease resistance. This was a tremendous gain and reduced the unhappy period of hostilities with the French from a possible three months to two days. And not only did they agree to cease resistance but also to throw in their lot with us in the fight against the Axis. The Armistice came in for some criticism on the political side but it seems to me very likely that it may have considerably reduced the duration of the war, for if the Germans had been given time they could probably have built up sufficient strength in their Tunisian bridgehead to hold out all the summer of 1943. As it was General Eisenhower was able to turn all his attention at once to the task of pushing First Army at full speed towards Tunisia. He had the great advantage that he could now rely on the French local authorities to preserve order and the French communications system to facilitate his advance. In spite of this there were still tremendous difficulties to be faced. The distance from Algiers to Tunis is five hundred and sixty miles, by two roads and an indifferent railway. Almost the whole of this stretch of country is very mountainous. Communications were made more difficult by the fact, gratifying in itself, that the French were mobilizing an army of thirty-two battalions and for this had requisitioned almost all available local transport and required the use of the railway. First Army, when it began its eastwards advance, consisted only of one infantry division, the 78th, reinforced later by an armoured regimental group, two commando and two parachute battalions.

The decision to make a dash for Tunis, though bold, was undoubtedly correct. The advance was pressed by land, sea and air; Bougie was occupied by nth November, Bone on 12th November, by a British parachute battalion, and by 18th November our advanced forces were operating east of - Gebel Abiud on the coast road and Béja on the inland road, about sixty miles from Bizerta and Tunis respectively. At both points we were in contact with German troops. These had begun to arrive, in the first place by air, on 10th November, meeting no resistance from the French authorities in Tunisia. On 15th November a United States parachute battalion occupied Youks Les Bains and Tebessa, in south-eastern Algeria, and co-operated with the French detachments at Gafsa in southern Tunisia. Between 17th November and 25th December two main .attempts were made to capture Tunis. The first succeeded in advancing, on 28th November, as far as Djedeida, on the road between Tunis and Bizerta and only twelve miles from the former. At this point the enemy counter-attacked strongly with tanks and dive-bombers; the latter were able to operate from good airfields only a short distance in rear and our own air forces were unable to give cover, since the rain had put all their temporary landing grounds out of action. Our forces on the inland road were therefore obliged to withdraw to Medjez el Bab. This town, as its name "the Ford of the Pass" shows, is of great strategic importance. It lies on the broad Medjerda river which breaks out of the mountains at this point to flow into the plain of Tunis through a defile commanded on the west by the Gebel Ahmera, known to our troops as "Longstop", and on the east by the Gebel Bou Aoukaz. The bridge which has replaced the ford carries the main road from Tunis to the west. On 22nd December, as the first stage of a renewed assault on Tunis, a successful attack was made on Gebel Ahmera. At this point the rain, which had already caused severe difficulties of movement, became torrential for a period of three days. The offensive had to be abandoned and on 25th December the enemy recaptured Gebel Ahmera.

This ended the attempt to take Tunis in a rush and it was clear that we should have to build up forces for a deliberate operation. It was also clear that the enemy would be able to build up faster than we could, for his lines of communication through Italy and Sicily were much more reliable and shorter than ours from the United Kingdom and United States and from his ports of entry to the front they were very short and over good roads in flat country [*Build-up in First Army was as follows 78 Division completed 1st December, 6 Armoured Division 13th December, 46 Division first week in February, 1943, 1 Division 22nd March, 4 Division end of second week in April.]. It was necessary, therefore, to go on to the defensive in the northern sector though General Eisenhower considered the possibilities of mounting an offensive by United States troops against the southern Tunisian port of Sfax in order to cut the lines of supply to Rommel's Panzer Army. This plan was abandoned in January. The next two months were therefore occupied in consolidating the northern sector as far as possible with the limited means available and in beating off enemy attempts to get round our southern flank.

The latter raised difficult problems of command. The area from Pont du Fahs southward along the mountain range of the Eastern Dorsale was held by the French troops of XIX Corps, with some British and United States detachments. Further south the United States II Corps was assembling around Tebessa, with detachments forward co-operating with the French. As a result of General Giraud's refusal to place French troops under the orders of a British commander, XIX Corps had to come under a rather indirect command from Allied Force Headquarters and for this reason II Corps also remained under General Eisenhower. The weakness of this arrangement was shown when a German attack on the French in the Ousseltia valley, at the northern hinge of the two Dorsale ranges, made dangerous progress and had to be halted by the hasty diversion of British and American troops from First Army and II Corps. As a result, General Anderson was appointed by General Eisenhower on 21st January to "co-ordinate" the whole front and on 24th January both XIX and II Corps were placed directly under his command. At the same time General Kuter, of the United States Army Air Corps, was appointed to co-ordinate all Allied air support under command of General Spaatz then Deputy Commander-in-Chief Allied Air Forces.

Such, in brief, were the antecedents, of the situation that I found on arriving to assume command in Tunisia. At the actual moment of my arrival I was met by a serious crisis on my southern flank where a battle had been raging since 14th February. I was therefore flung straight into a position where I had to give my main attention to the needs of the tactical situation; but I had already given much thought to the strategy which it would be necessary to pursue and was confident that, when the immediate dangers had been averted, and after a necessary period of complete re-organization, I should be able to work out the strategic answer to the problem of Tunisia on the lines made necessary by the nature of the country and the strength and dispositions of the opposing forces.

Tunisia is bounded politically on the west by a frontier running almost due north and south and therefore parallel to the sea which bounds it on the east. The most important part of this long north-south oblong is the coastal plain, known as the Sahel, which is generally flat and covered with olive groves. In the north, however, the Algerian mountains send down long spurs which run east and west towards the sea at Bizerta. West of Tunis they leave a space for the fertile plain of the Medjerda, after it has burst through the gap at Medjez el Bab, but south of Medjez there is a tangle of mountains to the west of the Goubellat plain which culminate in the three massifs of Gebel Mansour, Fkirine and Zaghouan. These are a nodal point of a new system of relief; from Gebel Zaghouan a series of mountains extends to the Gulf of Tunis in the north and to the sea in the east, reaching, after a gap in the Grombalian plain, up to the peninsula of Cape Bon; from Gebel Fkirine spring two long ridges trending south and south-west and known as the Eastern and Western Dorsales.

The Eastern Dorsale is a long, narrow ridge, rising to between two and three thousand feet, which extends almost due south as far as Maknassy, where it meets an east-west chain stretching from Gafsa. It is pierced by passes at Pichon, Fondouk, Faid and Maknassy, it is only at these four points, therefore, that an army advancing from the west can break into the plain of central and southern Tunisia. Round its southern end it is turned by a road from Gafsa to Gabes but this too runs through a difficult and very long mountain defile. Further to the south lies the region of the "Chotts"; these are very extensive salt marshes which narrow the coastal plain to a gap of only fifteen miles. The town of Gabes lies on the coast at the southern end of this gap. South of the Gabes gap the flat country is split by the north-west to south-east line of the Matmata mountains. To the east is cultivated country, traversed by the main road to Medenine and, eventually Tripoli; to the west is desert, almost entirely waterless and uninhabited. West of the Eastern Dorsale there is another range interposed across the course of an advance from the west This at its northern end is known as the Western Dorsale, which runs south-west from Gebel Fkirine, and fades out eventually north-west of Gafsa. The range is pierced by passes at Maktar, Sbiba, Kasserine and Feriana; it is not so serious an obstacle as the Eastern Dorsale. In the south the divergence of the two Dorsale ranges leaves a wide plain, in parts semi-desert.

The coastal plain is well roaded and, in general, north-south movement is easy. East-West movement is canalized by the mountains. In the north two roads, from Gebel Abiud and Bela, meet at Mateur and run through Ferryville to Bizerta. In the Medjerda valley the main road leads to Tunis from Medjez el Bab and a secondary road parallels it to the south, starting from Goubellat. The next east-west road, leaving the Medjez road at Le Kef, crosses the Western Dorsale beyond Maktar and the Eastern Dorsale at Pichon, with a by-pass through Fondouk, seventy miles south of Goubellat.

Another road from Le Kef runs through Sbiba, Sbeitla and Faid; south of that the roads which cross the Western Dorsale at Kasserme or Feriana have to make a detour through Gafsa, from where a good road runs direct to Gabes and a poor road crosses the Eastern Dorsale at the Maknassy defile. These eight roads offer the only practicable routes for crossing a mountain-defended front of some two hundred and twenty miles; they can all be easily blocked with relatively small forces. One further road leads into Tunisia, the road from Tripoli, and to block this the French had constructed a massive system of permanent defences, the Mareth line.

On 14th February Allied dispositions were as follows. 5 Corps commanded the sector north of a line from Le Kef to south of Bou Arada with under command from north to south 46 and 78 Infantry and 6 Armoured Divisions. One American Regimental Combat Team of 1 Infantry Division was under command of 78 Division, south of Medjez. The line in this sector ran from the coast due north of Jefna south through Sidi Nsir station, then south-east to cover Medjez and then due south through Goubellat and Bou Arada. In the next sector to the south the French XIX Corps held the Eastern Dorsale as far south as Pichon. The northern part of this front was held by the Algerian Division with I Guards and 36 Infantry Brigades under command. The southern part of the Corps sector was entrusted to I United States Infantry Division, less one Regimental Combat Team, and an Armoured Combat Command of 1 Armoured Division. A British Army Group, Royal Artillery, supported XIX Corps throughout the campaign. From south of a line from Thala to Pichon the United States II Corps commanded the area of the plain between the two Dorsale ranges, supported by the French Constantine Division and part of a British Armoured Car Regiment. The American forces consisted of 1 Armoured Division, less one Combat Command but plus one Regimental Combat Team from 1 Infantry Division, and a Ranger Battalion. II Corps held in general the line of the Eastern Dorsale with the important exception of the Faid pass. On 30th January the Germans had attacked this pass with a force which included over sixty tanks and overwhelmed the small French garrison before the American armour could come to its assistance. They then dug in firmly and resisted all attempts to dislodge them; an action on 2nd February was costly in American tanks and II Corps decided to pull back to Sidi Bou Zid and observe the Faid area from there. The Germans thus had a gateway through which, if they chose, they could debouch in considerable strength to attack our tenuously held southern flank.

In the extreme south 30 Corps, after the capture of Tripoli, had followed up the retreating enemy only with light forces. 7 Armoured Division (now 23 Armoured and 131 Lorried Infantry Brigades) maintained pressure along the coast road but were hampered by mines and demolitions. To hasten the enemy's withdrawal 30 Corps used 4 Light Armoured Brigade in a series of outflanking movements south of the main road. By the end of the month the enemy had retired to the edge of the marshes which stretch along the Tunisian frontier from the coast southwards for about forty miles. 4 Light Armoured Brigade patrols pressed on into southern Tunisia but enemy resistance lingered on in the marshes, blocking any further advance down the road. General Montgomery therefore decided to throw more weight into the outflanking movement, using 8 Armoured Brigade, which had been resting near Tripoli and now relieved 23 Armoured Brigade. Moving round by way of El Assa 8 Armoured Brigade secured a bridgehead across the marshes and took up positions astride the track leading to Ben Gardane. The enemy reacted hastily to this move and brought 15 Panzer Division forward from Ben Gardane to support the strongpoint which he had prepared at Taguelmit. At this point, however, heavy rain began to fall again and it was necessary to build a causeway over the marshes before our advance could proceed. As the causeway was nearing completion the enemy withdrew and on 15th February 30 Corps entered Ben Gardane, the first important town in Tunisia, without meeting opposition.

Enemy dispositions, like ours, reflected the effects of circumstances rather than design. At about the same time as the Allies, and for the same reasons, the Axis also created an Army Group Headquarters to control all forces in Tunisia; it was named "Army Group Africa" and was commanded by Field-Marshal Rommel. Under it were two Army Headquarters, representing the forces which had hurried into the country to oppose First Army and those which had been driven out of Libya by the advance of Eighth Army. The former were known as 5 Panzer Army, commanded by General von Arnim, and the latter, having dropped the title of "German-Italian Panzer Army" when Rommel left with most of his German staff to form the new Army Group Headquarters, were now organized as 1 (Italian) Army. 1 Army was commanded by General Messe subsequently promoted to Marshal on the day of his capitulation), one of the younger generation of Italian commanders who had acquired a good reputation in command of an Italian Corps in Russia. It was organized into the same three Corps, German Africa Corps, Italian XX and XXI Corps. 5 Panzer Army had no Corps Headquarters under command except the Italian XXX Corps which had been set up at Sfax in the early days of the campaign but never played any significant part. The Corps organization is of very little importance to an understanding of the course of operations and even the Army organization was liable to sudden modifications in the interests of creating an Army Group reserve; it will be more useful, therefore, to sketch out the divisional dispositions on the ground as they were on 14th February.

In the north the sector from the coast to inclusive Mateur was held by the Broich Division. This was a scratch formation called after the commander (and later, when the commander changed, called the Manteuffel Division) which consisted largely of the assorted units which had been the first to arrive in November. Taken by surprise by our North African landings the German High Command naturally turned first to airborne troops and two regiments and an engineer battalion were hastily flown in, [*But, contrary to general popular belief at the time and later, the Germans did not bring in tanks by air] including the Koch Storm Regiment and the Barenthin Regiment, formed from two airborne training establishments. These two regiments, together with various independent battalions and spare tank and artillery units, made up Broich's command. To his south, covering the Medjerda valley, was 334 Infantry Division, a newly raised formation which arrived in the second half of December and first half of January. On its left, covering the Goubellat plain, was 10 Panzer Division, a regular armoured division which had fought in the French campaign; it had arrived by the middle of December. The greater part of the Eastern Dorsale was the responsibility of the Italians, under the command of Superga Division. This was reinforced with two battalions of Italian marines and the German 47 Grenadier Regiment from Crete. Also in this general area was a German heavy tank battalion, the 501st, equipped with the new Mark VI "Tiger" tank, and the advance elements of the Hermann Goering Panzer Division.

In the centre, behind Faid, the enemy had accumulated an Army Group Reserve which was intended to strike out at our southern flank. The main strength of this was provided by 21 Panzer Division, which had been withdrawn from Tripolitania in January ahead of the withdrawal of the other forces there and reinforced in tanks by the absorption of an independent tank battalion which had arrived earlier in Tunisia; also included were !half 10 Panzer Division and a detachment of 501 Tank Battalion. Operating on the southern axis from Gabes to Gafsa was the Italian 131 Centauro Armoured Division and a detachment of infantry and armour from the German Africa Corps, mainly from 15 Panzer Division. Facing Eighth Army were XX and XXI Corps with four Italian infantry divisions, Spezia, Young Fascists, Trieste and Pistoia, plus the German 90 and 164 Light Divisions, and the remainder of the German Africa Corps. The Saharan Group, the remains of the Italian Saharan command, was operating in the desert west of the Matmata mountains, reinforced by a German reconnaissance unit. Field-Marshal Rommel's intention, having abandoned Tripolitania and fallen back to the Mareth line, was to deal a swift blow at the Americans in the plain west of Faid in order to make sure that they would not be able to come in on his rear when he was heavily engaged with Eighth Army. He knew he would have time for this, because there must necessarily be a considerable interval before General Montgomery would be able to bring really strong forces into southern Tunisia and begin the assault of the Mareth line. His long terra policy was defensive: to retain a bridgehead in Africa, and there is considerable evidence to show that the German High Command expected to be able to retain at least part of Tunisia for a long time to come.

The Axis forces in Tunisia amounted to the equivalent of fourteen divisions, of which about half were Italian, including one Italian and three German armoured divisions. The Allied forces at that date in contact with the enemy amounted to nine divisions, including two. French divisions with obsolete and inadequate equipment; two more divisions in Tripoli would soon become available. I expected to be able to build up to a strength of about twenty divisions by May, if all went well, but at the moment Rommel was being reinforced faster than I was and his normal intake was about a thousand men per day. The reason for this was that he had a short and easy route of entry from Sicily and I determined that my main effort must be directed to cutting this line of communications. In order to do this, it would be necessary to gain air superiority over the Sicilian narrows, and for this we should need the airfields in the Tunisian plain, especially those at and around Kairouan. The immediate problem was therefore to get Eighth Army through the Gabes gap into the flat country where their armoured superiority would have full play and could be expected to carry them in one sweep to the beginning of the mountainous area at Enfidaville. With the enemy once back in a comparatively small perimeter round Tunis and Bizerta we should be able to establish a tight blockade by sea and air. This would mean that I had the enemy held in a complete strangle-hold and, with full command of the initiative, could deliver the coup de grace at the time and place of my own choosing.

The Battle of Kasserine.

On the morning of 14th February, a strong German force, estimated to contain about a hundred tanks, emerged from the Faid pass and attacked the positions held by 1 United States Armoured Division at Sidi Bou Zid. The American division was rather dispersed at the time the attack was made, with detachments at Sidi Bou Zid, on the Gebel Lessouda, an isolated mountain north of the village, at Sbeitla and south of Hadjeb el Aioun on the Sbeitla-Pichon road. The German armour was handled with great dash and supported by a strong force of dive-bombers. Our forward battery positions were overrun and while a tank battle raged in front of Sidi Bou Zid another enemy force had by 1130 hours cut off the infantry holding positions on the Gebel Lessouda. Our tank losses were heavy and the battle became fluid and difficult to control. By evening 1 Armoured Division had concentrated between Sidi Bou Zid and Sbeitla, and next day, the 15th, attempted a counter-attack.

This was unsuccessful and the armour drew off towards Sbeitla, leaving the infantry on Gebel Lessouda still isolated; some were able to withdraw but many were taken prisoner. It was now clear that our armour had been too depleted to hold the plain and a withdrawal was ordered back to the Western Dorsale. To conform, the Ranger battalion and the Derbyshire Yeomanry detachment had been already withdrawn from Gafsa which was entered by the enemy on the afternoon of the 15th and the French withdrew in their sector from the Eastern to the Western Dorsale. This movement was carried out in good order and the enemy followed up only slowly. General Anderson began to prepare a reserve to restore the situation. 26 Armoured Brigade had moved back to Siliana in order to hand in their "Crusader" tanks in exchange for the "Sherman" with which they were to be re-equipped; instead they were moved hastily southwards to Maktar, still with their "Crusaders," and two squadrons of "Shermans" from the replacement pool, with scratch British crews, were ordered south to join 1 Armoured Division. 1 Guards Brigade and 39 United States Regimental Combat Team (the advanced unit of 9 Division) were ordered to Sbiba, north of Sbeitla.

American losses now amounted to about eighty-six medium tanks and thirty field guns and 1 Armoured Division was therefore very considerably weakened. At midnight on 16th/17th February the enemy once more attacked at Sbeitla, in bright moonlight, and after fighting all that night and next morning broke into the town. 1 Armoured Division, withdrew westwards and went into reserve south-east of Tebessa to re-form. The enemy followed up and occupied Kasserine; Feriana had already been occupied by the force operating from the south which had been joined by the detachment from the German Africa Corps. II Corps had by this been forced back off the plain into the hills; the loss of the airfield at Thelepte, near Feriana, was a heavy blow but all aircraft and stores there were either evacuated or destroyed. Rommel had now his whole force concentrated and halted his troops during the 18th to allow for the necessary regrouping and replenishing. He had driven a big salient into our lines and had the choice of three roads on which to exploit to turn our flank still further: through Sbeitla and Sbiba or through Kasserine and Thala, both converging on Le Kef, and through Feriana on Tebessa. His forces, though they had suffered loss, were relatively intact; the Allied dispositions for defence had been hastily taken up and suffered from the inevitable intermingling of units of three different nationalities.

This was the situation with which I was presented when I landed at Algiers from Tripoli on 15th February. After discussions with General Eisenhower I flew on to Telergma, south-west of Constantine. From here I went straight to General Anderson's headquarters and set out on a tour of inspection of the front. On the 16th I visited 5 Corps, on the northern front and on the 17th XIX Corps. I then went on to II Corps sector where I spent the 18th and 19th. I found the position even more critical than I had expected and a visit to the Kasserine area showed that in the inevitable confusion of the retreat American, French and British troops had been inextricably mingled, there was no co-ordinated plan of defence and definite uncertainty as to command. At the first pass I visited, the Dernaia pass, I had to nominate on the spot the senior American officer as the responsible commander of the sector and ordered him to hold his ground to the last. In view of the situation I decided to assume command at once, without waiting for the 10th, the official date, [*Eighth Army came under command Eighteenth Army Group from 0001 hours, 20th February.] and after completing this tour of the front returned for that night to Constantine, where my headquarters had been temporarily set up. It was clear, to me that although Rommel's original intention had been
merely to give such a blow to II Corps as would leave his right rear secure while he prepared to meet Eighth Army, he now had much bigger ideas. From previous experience I knew him to be a man who would always exploit success by every possible means to the limit of rashness, and there now glittered before him the prospect of a great tactical victory. If he could break through our weak screening positions on the Western Dorsale, at Kasserine or Sbiba, he would find few natural obstacles to an advance northwards; such an advance would at once take in rear XIX Corps, whose French troops were already shaken by their losses in January and their sudden withdrawal from the Eastern Dorsale, and if it could be successfully pushed to Le Kef he would be in behind 5 Corps as well. This would disrupt the whole front in Tunisia and bring on a withdrawal if not a disaster. In face of this threat I issued orders that there would be no further withdrawal and that the front would be stabilized on the present positions.

On 19th February the enemy carried out exploratory attacks against all three roads I have mentioned, attempting to find out which would prove the easiest for an attack. His main weight was on the right, against Sbiba; the attack on the pass above Kasserine was made by about a battalion of infantry and the force probing the Dernaia pass above Feriana, on the Tebessa road, was only of the nature of a small reconnaissance. South of Sbiba 1 Guards Brigade held firm and repulsed the enemy but the attack in the Kasserine pass was more successful and the enemy began to infiltrate through the American positions. Accordingly, on the next day, the 20th, this thrust was strongly reinforced and the other two abandoned; the pass was cleared and 21 Panzer Division, with the infantry and some of the armour of the detachment from the German Africa Corps, pressed on into the basin beyond. Here Rommel found himself faced with two alternatives for the road, after traversing the pass, diverges to west and north. The former direction would take him to Tebessa, our main southern base and airfield centre, but the road passes through difficult country; the other route runs mainly on the flat and leads via Thala to Le Kef. Accordingly, on 21st February he passed 10 Panzer Division battle group [*About half the divisional infantry and artillery and a battalion of tanks.] through 21 Panzer Division in a northward thrust, leaving the screening left flank to the German Africa Corps detachment.

The 21st was the critical day. Feeling fairly confident that, after piercing the Kasserine pass, Rommel would thrust up the northern road I had already ordered General Anderson to concentrate his armour for the defence of Thala. Accordingly, on the 10th he brought across to that area a composite force based on 26 Armoured Brigade Group, reinforced by the 2/5 Leicesters, and on the 21st they were joined by 2 Hampshires and two field artillery battalions of 9 United States Division, which was being brought up by forced marches to the scene of action. The fighting south of Thala was extremely fierce in relatively open country and the fortunes of war changeable. At one moment a few enemy tanks succeeded in forcing their way over the low pass south of the village but they were shot to pieces by our field guns at close range. The situation was exceedingly grave and was only stabilized after periods of extreme danger by the energy and initiative of the handful of gallant troops on the spot. Subsidiary thrusts were also tried, to see whether our concentrations at Thala had weakened us elsewhere At Sbiba the attack was halted by the opportune arrival of a squadron of "Churchills" from 25 Tank Brigade and on the Kasserine-Tebessa road 1 United States Armoured Division managed to hold, at Gebel Hamra, the first of the mountain passed, the attack of the Panzer Grenadier Regiment Africa. By midday on the 22nd Rommel appreciated that his casualties were increasing at a disproportionate rate and that the opportunity for further exploitation had passed; he therefore ordered the attack to be broken off. His withdrawal was, as always, well conducted with a most liberal use of mines and explosive devices to discourage pursuit. He was able to extricate all his tanks with the exception of nine, which were too heavily damaged and had to be abandoned.

Some Italian Bersaglieri from the Centauro Division were employed in an infantry attack to cover the withdrawal of the Germans and suffered fairly heavy losses. Otherwise there was little opposition from enemy troops and by the evening of 25th February the Kasserine pass was again, in our hands. By the 28th we had reoccupied Sbeitla, Kasserine and Feriana and the enemy had withdrawn his main force to the Eastern Dorsale. He still retained Gafsa, but it was lightly garrisoned by the Centauro Division and a German battle group.

At the crisis of the Kasserine battle, on 21st February, I ordered General Montgomery to create as powerful a threat as possible on the enemy's southern flank. He was not as yet well placed to do this since his administrative position was not yet firm; on the other hand, there was no immediate risk in advancing ahead of his main strength since the enemy main forces were fully engaged elsewhere. Medenine, the road junction in front of the Mareth line, had been occupied by us on the 18th and by the next day headquarters and one Brigade of 51 Division were at Ben Gardane, with the other two brigades moving forward from Tripoli. By the 24th Eighth Army had two armoured car regiments in contact with the outposts of the Mareth dine and General Leclerc's force, now known as "L" force, had occupied Ksar Rhilane, a desert outpost thirty miles west of the Matmata mountains; 51 Division continued to move up and all three brigades were forward of Medenine, but not in contact with the enemy, by the 25th. In the meanwhile, I had informed General Montgomery on 23rd February that the situation at Kasserine was now improved and ordered him, while keeping up a display of force, not to prejudice the future by undue risks. He replied on the 27th that he had been careful to keep well balanced and considered his present position adequately strong.

The Battle of Kasserine had given me many anxious moments. As in his advance to El Alamein, Rommel had over-exploited a considerable initial success to leave himself in a worse position than before; he can hardly be blamed for his attempts to snatch a great victory, for on both occasions he came very near to it, but the result was equally disastrous for him. The United States II Corps had been unfortunate in that their first major battle had been against such experienced troops and so dashing an enemy commander but, as General Eisenhower reported on 26th February, they were resolved to benefit immediately from the battle experience gained by the intensive training of all formations. Their improvement was indeed continuous and outstanding throughout the campaign. Another result of the battle had been that Allied formations of all three nationalities were very mixed up over the whole front and my first intention was to carry out a thorough reorganization. On the day I assumed command, in an order issued on 19th February, I laid down the following principles. Separate British, American and French sectors were to be organized forthwith under their respective commanders. The "bits and pieces" were to be collected and reorganized into their proper formations. The front was to be held by static troops, and armoured and mobile forces withdrawn and grouped to form a reserve striking force; all troops were to be extensively trained and re-equipped where necessary. Finally, immediate plans were to be prepared to regain the initiative, starting with carefully planned minor operations to force the enemy to react, but, I added, "there must be no failures". I organized at the same time an Anglo-American battle school, attended also when possible by French officers, where with the assistance of some experienced officers from Eighth Army the tactical lessons of recent battles were studied.

My strategic intentions I explained in a signal on the 21st The object of the whole operation was to destroy the entire enemy force in Tunisia and the key to this was the capture of, Tunis. The campaign would be divided into two phases. In the first the main object would be to get Eighth Army north of the Gabes gap, where it would gain contact with First Army and gain freedom of manoeuvre to develop its superiority in mobility and striking power. In this phase the role of the First Army would be to assist Eighth Army in getting through the gap-as soon, that is to say, as the Kasserine situation had been stabilized and First Army had regained the initiative. The method would be to stage carefully prepared, timed and controlled operations aimed at securing dominating localities from which further advances could be made, this would force the enemy to react and draw off reserves which could be used against Eighth Army. These restricted operations, as I have already noted, would have the additional effect of assisting the training of the less experienced troops in First Army and of increasing self-confidence and raising morale. In the second phase of operations the efforts of both Armies would be directed towards securing airfields which would enable us to develop the ever-growing strength of our Anglo-American air forces. When we had achieved that we should be able to co-ordinate to the full the striking power of all three services in drawing a tight net round the enemy's position in Tunisia.

One of the main difficulties of the problem was that I was working within severe limitations of time. The Casablanca conference had decided that after Tunisia had been cleared the operation to open the Mediterranean to our shipping should be completed by the invasion and conquest of Sicily. In making plans for this operation it was appreciated that the campaign in Africa must end by the middle of May in order to give us a chance to bring the Tunisian ports into full use. Otherwise the invasion would have to be postponed until August when the deterioration of weather conditions might make the operation impossible. This was a difficult time-table to observe and it was with great satisfaction that I found in the event that I had Bizerta and Tunis eight days before the allotted date and that all resistance ceased in Africa with two days yet to spare.

Fifth Army Offensive in the North.

Before these plans could be put into effect or any thorough reorganization undertaken, I found myself faced once more by a new enemy initiative. As the rearguards of Rommel's striking force were trailing back to the Eastern Dorsale von Arnim attacked with the full strength of 5 Army all along the British 5 Corps front, from the sea to Gebel Mansour. The four principal thrusts were made towards Jefna, on the northernmost road, Sidi Nsir on the Mateur-Béja road, at Medjez and north of Bou Arada. No doubt the intention was to keep us at full strain at a time when it was known that the Kasserine crisis had forced us to weaken the northern sector and produced a certain disorganization of our forces; it would also distract us from the pursuit of Rommel, who now proposed to use his Army Group reserve in a blow at Eighth Army. It must, however, have also been the German intention to drive us back into the mountains in the north, if possible capturing Medjez, in order to increase their security in this sector and release reserves, especially of armour, for the coming battle in the more open country of southern Tunisia. The attack came at an awkward time for us, for it prevented us from forming that mobile reserve which I had in mind and forced us to delay still further the necessary reorganisation; for instance General Anderson saw himself obliged to create an ad hoc divisional organization, given the name of "Y" Division, to control 38 Infantry Brigade and 1 Parachute Brigade in the area of Goubellat and Bou Arada. The fighting was hard, and the enemy gained some important ground but were unable to attain any vital objectives. The most important feature in our favour was that we retained our essential gateway at Medjez el Bab.

The main. blows on 26th February were down the Béja road from Mateur and south of Medjez, the former was made by the Barenthin parachutists and part of 334 Division and the latter by the recently arrived Hermann Goering Regiment, both supported by tanks. An attack on Medjez itself, south of the river, was repulsed with heavy losses after small initial success. The attack further south penetrated deeply into our lines but was beaten back north of El Aroussa while our defences round Bou Arada, some ten miles to the west, held firm in spite of being threatened from three sides. The attack down the Béja road was more formidable; our outpost at Sidi Nsir was overwhelmed after a very gallant resistance but the time gained allowed 46 Division to occupy the pass leading to Béja Very heavy fighting continued here for a week; losses in 46 Division were heavy but the defence held firm. The enemy were able, however, to advance their positions in the mountains over-looking the Béja-Medjez road from the north, and Medjez now represented the extreme point of a dangerous-looking salient. There was some feeling at First Army Headquarters that it would be advisable to evacuate Medjez, on the grounds that its fall was almost inevitable and that a withdrawal into the mountains to the west would place us in a stronger defensive position and enable us to economize in troops. I was determined, however, to retain our gateway into the Tunis plain and ordered the town to be held at all costs.

While these attacks on Béja and Medjez were proceeding with varying success the enemy was finding better fortune in his thrust on the northernmost road. The first attacks on our positions west of Jefna, mainly by Italian troops, were held; but on 2nd March the offensive was renewed in this sector with five German battalions, four of them parachutists, and succeeded in gaining several miles. On the 3rd the enemy captured Sedjenane, some twelve miles west of Jefna. 46 Division was obliged to withdraw to a fresh position at Gebel Tamera, about eight miles further west. The enemy's advance on the northernmost road, which had hitherto been of little importance from the point of view of ground lost by us, was now becoming more serious as it threatened Gebel Abiod and the vital lateral road from there to Béja. 46 Division had been weakened by continuous losses in men and General Anderson therefore reinforced it with 1 Parachute Brigade and the Corps Franc d'Afrique, a French volunteer unit. In spite of this reinforcement the enemy continued to advance. After a succession of heavy attacks supported by dive-bombers Tamera was captured on the 17th and by the 21st we had been forced back to Gebel Abiod. This was bitter mountain fighting in miserable weather; the country either side of the road is high and covered with scrub, making the deployment of artillery, our main strength, most difficult.

The Battle of Medenine.

(While the enemy were thus vigorously and persistently attacking in the north, Eighth Army continued to build up gradually in front of the Mareth line. This famous fortified position was inspired by the same military conceptions as produced the Maginot line in France, though the Tunisian line was later in date and incorporated ideas derived from the earlier and larger fortification. It ran for a total length of about twenty-two miles on a course roughly north-east to south-west just in front of the small town of Mareth from which it took its name; one flank rested on the sea, the other on the steep-sided Matmata mountains. At the north-east end the Wadi Zigzaou runs in front of the line and, artificially scarped, made a first-class anti-tank obstacle. The defences themselves consisted of a system of interconnected strong-points, partly under-ground, reinforced with concrete. [*From the point of view of the Axis, however, there was one disadvantage; the bunkers had been planned for the French 25- and 47-millimetre anti-tank guns and were too small to house the German 50- and 75-millimetre pieces which had therefore to be emplaced in the open.] The fire plan was well conceived to cover all parts of the front with enfilade fire of all calibres and the minefields and wire obstacles were thick and well sited. The mountains shielding the western flank are almost impassable for wheeled traffic and the one poor road which crosses them was blocked at the pass of Ksar el Hallouf. The desert west of the mountains was considered by the French as completely impassable for any significant force; the going is most difficult and there is very little water. This appreciation had been apparently confirmed by manoeuvres held before the war. The French therefore calculated that any force which wished to invade Tunisia from Tripolitania would have to assemble in the area between Medenine and the line [*Where, incidentally, the water, though plentiful, is so full of magnesium salts as to threaten to debilitate any troops who had to drink it for long] and launch a frontal attack. When this had been repulsed, as was confidently expected, or while it was still in progress, the defenders would deliver a counter-attack from the area of the Ksar el Hallouf pass on to the left flank and rear of the attackers.

As I have already explained it would be some time before General Montgomery could assemble sufficient troops for an attack on the Mareth line and he was determined not to attack before he was ready. In the meanwhile, Field-Marshal Rommel still had his Army Group reserve under his hand, amounting to about two armoured divisions. They would also need a certain amount of time to recuperate from their losses in the Kasserine battle but after that they could obviously be best used in a spoiling attack against Eighth Army. The blow at II Corps had won the enemy a breathing space on that side and he could clearly appreciate that he would be ready to take the offensive again before Eighth Army was. I signalled to General Montgomery on 26th February to say that I thought Rommel would certainly try to attack him as soon as he could, following the original French plan; he replied in a letter on the 27th that it would be a very good thing if Rommel did attack and he only feared that he would not. In any case Eighth Army was well poised and ready for anything; on 26th February two divisions were forward in position, the 51st to the north of the road with all three brigades up and 7 Armoured Division astride and to the south of the road. The front was covered with an armoured car screen and the area round Medenine, juncture of the Mareth and Ksar el Hallouf roads, was being organised as a defensive position.

On 26th February it became apparent that the detachment of 15 Panzer Division which had taken part in the Kasserine battle was re-joining its parent formation, and on the 28th 21 Panzer Division, and that part of 10 Panzer Division which was co-operating with it, also began to move south. I considered, therefore, that my appreciation was confirmed and so informed Eighth Army. Shortly afterwards the enemy began to thin out in Gafsa though he clearly intended to continue to block the Gafsa-Gabes road at El Guettar, a defile which offered a very strong position to the defenders. On 2nd March our aircraft on tactical reconnaissance saw large bodies of enemy transport moving south from Gabes to Matmata, at the northern end of the mountains and, although the enemy simultaneously showed us a concentration on the Mareth-Medenine road, with deceptive intent, it was clear that Rommel was going to follow the French plan and attack out of the mountains on to our left. On the same day the New Zealand Division, which had secretly and swiftly been brought forward from Tripoli, concentrated in the area south of Medenine. On the 3rd a local attack by Italian troops on the Mareth front, which cost them severe casualties, was also probably designed to distract our attention from the west but the signs there were too strong: all that day and the next heavy movement continued in the mountains, at Toujane, Cheguimi and Ksar el Hallouf. The enemy rested all day of 5th March and on the 6th poured down from the mountains to the attack. As the Panzer Grenadiers moved off on the evening of the 5th down the steep, winding road from Ksar el Hallouf they defiled past the Army Group Commander, standing in his open car at the top of the pass. According to an eye witness on the spot Rommel was obviously a sick man, with a dirty bandage round his neck where he was suffering from desert sores; to a party who stopped near him he said that unless they won this battle the last hope in Africa was gone.

Eighth Army was disposed with three divisions forward. On the right 51 Division, with 23 Armoured Brigade under command, covered the area north of the road, opposite the Wadi Zigzaou. To the south was 7 Armoured Division, reinforced by 8 Armoured Brigade and Fighting French Flying Column. The position round Medenine was held by the New Zealand Division with 201 Guards Brigade and 4 Light Armoured Brigade under command. The key position here was the Gebel Tadjera, a .hill which rises abruptly from the plain north-west of the town; this was defended by the Guards Brigade. The enemy's intention was clearly the capture of Medenine, which would cut our communications with Tripoli and encircle the greater part of our forces to the north. There had been no time to lay minefields or erect wire and our defences were based on anti-tank guns well dug in to give a short field of fire in enfilade. The enemy attacking forces were 21 and 10 Panzer Divisions from the west, with a detachment from 15 Panzer Division and some additional infantry; the remainder of 15 Panzer Division and 90 Light Division were to hold us by a frontal exploratory attack which could be converted into a genuine offensive if all went well.

The story of the battle can be told very briefly. The enemy appear to have been unaware of the strength of our positions - they expected to find Gebel Tadjera unoccupied and probably also hoped to have escaped our notice on their long flank march. Their concentrated attacks were beaten off by the infantry with anti-tank guns, without the intervention of any of our tanks except one squadron; our casualties were light and we lost no tanks at all. The enemy made four attacks during the day, the first in the early morning mist, but in none of them was he able to score any success. That evening he drew off with the loss of fifty-two tanks, the greatest total loss he had so far suffered in one day's battle in Africa. It represented probably a third of the total tank strength engaged on the southern front and, perhaps nearer half of the tanks engaged in the actual attack. In many ways this battle resembled the battle of Alam el Haifa, before Alamein: for the second time Rommel had committed the error of throwing his tanks against well-emplaced anti-tank guns. Our defensive success was a good omen for the attack on the Mareth line. Medenine was Rommel's last battle in Africa. Shortly afterwards (before 19th March) he handed over command of the Army Group to von Arnim. The latter was succeeded at 5 Panzer Army Headquarters by General von Vaerst who had commanded, without much distinction, 15 Panzer Division in Africa up to September, 1942. It seems certain that Rommel's return to Germany was genuinely due to sickness, but no doubt also the German High Command wanted to run no risk of the capture of a General with so great a reputation.
In spite of the failure at Medenine the enemy were unwilling to be forced back on the defensive and on 10th March launched a sudden and violent attack against "L" Force at Ksar Rhilane. This outpost in the desert west of the Matmata mountains was assuming greater importance for, as I shall explain, we already had plans for passing an outflanking force through the desert. The attack was made by the reconnaissance units of 15 and 21 Panzer Divisions and some Italian mobile units, assisted by dive-bombers. General Leclerc's force, which included a Greek detachment, stood firm in a style reminiscent of Koenig's defence of Bir Hacheim and, strongly supported by the Western Desert Air Force, beat off the attack with substantial losses to the enemy. I think the main purpose of this attack was to win some offensive success, even a small one, as his persistence in the north showed, the enemy still hoped to keep us at bay as long as possible by reiterated attacks [*In a signal on 12th March, giving my appreciation of the enemy situation, I concluded "For Rommel's general intentions see Revelations XII, 52", ("The devil is come down unto you, having great wrath, because he knoweth that he hath but a short time.")] He showed, however, a certain apprehension about our intentions in the area between Gafsa and Faid, and drew off the greater part of his southern group of armour north of the Gabes gap to watch that flank.

On 14th March I issued a directive on policy to confirm my previous instructions on the way in which I wanted the battle in Tunisia to be fought; it was co-ordinated with a brief statement on Air Force policy by Air Marshal Coningham [*Appendix "C"]. I had taken II United States Corps under direct command on 8th March, leaving the French XIX Corps under First Army, so that I was now dealing with three subordinate headquarters. I proposed also to form an Army Group reserve to be commanded by Headquarters 9 Corps which had just arrived in Africa; it was intended to consist of 6 Armoured Division, one British infantry division and specialist troops such as parachutists and commandos whom I was anxious to pull out of the, line. I laid particular stress, for the benefit of First Army, on the policy of not attempting to hold a continuous line over all the mountainous areas of the front but of concentrating on the defence of really vital positions and leaving the areas in between to be observed by patrols. This was for the present defensive phase, which I hoped soon to be able to abandon, but even while on the defensive I ordered an offensive spirit to be shown in small actions to improve our positions. It was an advantage that we had now begun to sort out the troops originally under General Anderson into their respective national units and given a definite sector to each nationality.

On 15th March I moved my headquarters to a tented site on a well wooded mountain side south of Ain Beida. This was on the main road from Constantine to Tebessa, well situated between First and Eighth Armies and close to Headquarters II Corps, which was near Tebessa. For the present, operations in the south were the most important.

The Mareth Line Battles.

As a defensive position the Mareth line was almost as strong as the enemy line at El Alamein. The Eighth Army plan, therefore, called for a deliberate and well-organized attack with all the forces which we could maintain forward. General Montgomery sent me an advanced copy of his proposed plan on 27th February. For PUGILIST, as the operation was called, Eighth Army was to be organized for the frontal attack in two Corps, 30 Corps with 50, 51 and 4 Indian Divisions and 201 Guards Brigade, and 10 Corps with 1 and 7 Armoured Divisions. The plan was that 30 Corps should make a very heavy attack on the north-eastern end of the line, near the coast, to break into and roll up the line from the right, 10 Corps, which would be initially in Army reserve, would then be ready to exploit success by passing through and advancing towards Gabes and Sfax. There was a difference, however, between the situation here and at Alamein in that we had now proved, thanks to the Long-Range Desert Group, that we could move an outflanking force through the desert west of the Matmata mountains. Provision was accordingly made for this in the plan; the outflanking troops consisted mainly of the New Zealand Division but included also 8 Armoured Brigade and General Leclerc's "L" Force and for this reason were designated New Zealand Corps. The object of this force was defined as to establish itself across the Gabes-Matmata road so as to cut off the enemy and prevent his escape, in order to do this it would have to break through a subsidiary defensive line, mainly consisting of minefields, which the enemy had constructed between the Gebel Tebaga and the Gebel Melab.
In the plan as fixed on 26th February General Montgomery stated that D-day for the attack would be 10th March. This apparently long delay was rendered necessary by his desire to have all the logistical preparations perfect. I sent my Major-General, Administration, Major-General Miller, to Tripoli on 6th March to investigate the administrative situation and his report on his return on 11th March was very satisfactory. The port was discharging over three thousand tons per day, to be shortly raised to four thousand tons, (on 6th March seven thousand tons were discharged, but this was exceptionally good); the ration, petrol and ammunition situation was therefore good and we could already assume as certain that the operation could proceed-according to time-table. Eighth Army was anxious to know, however, what logistical support we could give in the case that the enemy, after a prolonged resistance on the Mareth line, broke completely and we should wish to pursue him for a long distance. This would impose a heavy strain on a force based on Tripoli, over two hundred miles from Mareth and three hundred miles from the next port at Sfax. I had already dis cussed this point with General Montgomery. In view of the time available I had decided to employ II United States Corps in a limited operation on the extreme right of my line in Tunisia; the objects of this were to restore confidence after the earlier setbacks by a carefully planned successful operation, to exert pressure on the right rear of the enemy defending the Mareth positions, and to be ready to open an alternative line of supply for Eighth Army after they had broken through the Gabes Gap. I planned, therefore, that II Corps, now commanded by General Patton, who had relieved General Fredendall, should attack Gafsa on or about 15th March with 1 Armoured and 1 Infantry Divisions. They would secure firm possession of Gafsa and build up there a dump of petrol for the use of Eighth Army, subsequently exploiting down the Gabes road and towards the Maknassy defile in order to draw the enemy's attention and provoke counter-attack. General Patton was to try to capture the El Guettar defile, south-east of Gafsa, but would not operate any strong forces beyond that until further orders. The thrust against the Maknassy defile was in the initial phase to be of a secondary and subsidiary nature.

The American operations against Gafsa were delayed in starting by very heavy rain which bogged down their tracked vehicles, but 1 Armoured Division moved off at first light on the 16th. There was practically no enemy opposition and next day 1 Infantry Division entered the town, which had been evacuated by the Italian garrison; a German reconnaissance unit forming the rearguard contented itself with keeping our troops under observation. A Regimental Combat Team from 1 Infantry Division pushed on through the town and occupied the high ground six miles to the south-east, sending patrols towards El Guettar. These showed that, as we had expected, the enemy intended to hold the defile there. 1 Armoured Division, though again seriously delayed by the state of the ground, moved off down the Maknassy road and by nightfall had reached a point twenty miles east of Gafsa against opposition from the air and artillery fire only. The weather continued exceptionally bad on the 18th but General Patton was able to establish himself in El Guettar village and make contact with the enemy positions in the defile to the east of it.

On the Eighth Army front preliminary operations to drive in the enemy's outpost positions Were carried out on the nights of 16th and 17th March; they were generally successful at small cost, except for an operation by 201 Guards Brigade which suffered fairly heavy casualties on the first night when it became involved in an enemy minefield. On 19th March the New Zealand Corps, with twenty-seven thousand men and two hundred tanks, started on its flanking move from south of Foum Tatahouine and by nightfall on 10th March was only a few miles short of the gap between Gebel Tebaga and Gebel Melab; General Montgomery had decided not to attempt concealment, in the hope of drawing enemy attention from 30 Corps' attack. This was scheduled for the night of the 20th. Enemy dispositions at that time were as follows. The north-eastern end of the Mareth line was held by XX Corps with under command the Young Fascists and Trieste Divisions and the German 90 Light Division. The southwestern end, where the Matmata foothills begin, was under XXI Corps with the Spezia, Pistoia and 164 Light Divisions. 15 Panzer Division was held in immediate reserve for this part of the front. 21 Panzer Division was also in reserve, but further back, in order to be available, if necessary, for the defence of the Tebaga-Gebel Melab gap, the infantry holding this position was provided by the Saharan Group under General Mannerim, reinforced by various units from Italian divisions destroyed at El Alamein. 10 Panzer Division, which had withdrawn to central Tunisia after the battle of Medenine, was moving south at this time, but it was not destined for the Mareth front; instead it went to the Gafsa-Gabes road to oppose II Corps.

The main attack by 30 Corps began at 2230 hours on 10th March when 50 Division advanced to the assault under cover of very heavy artillery fire and following an air bombardment. The Wadi Zigzaou, which ran in front of the enemy's positions in this sector, was very deep and steep-sided and the bottom was everywhere muddy and, in some places, had standing water in it. It resembled, in fact, the fosse of an old-fashioned fortress and our troops advanced to the assault carrying fascines and scaling-ladders as though at the storm of Badajoz. The enemy's fire, both frontal and enfilade, was very heavy and it was only by the greatest dash and courage that our advanced troops succeeded in crossing the wadi and establishing themselves on the far bank. Three of the powerful enemy strongpoints were captured and the infantry were firmly established. Unfortunately, it was proving impossible to reinforce them, for the wadi which they had crossed on foot was quite impassable for wheels and almost impassable for tanks. A few of the supporting "Valentines" managed to get across 'but none of the anti-tank guns could be brought forward. A heavy downfall of rain on the 22nd added to our difficulties. As a result, when the enemy in the afternoon of 22nd March put in a heavy counter-attack, using the whole of 15 Panzer Division and part of 90 Light, our position became untenable. 50 Division bridgehead was dangerously narrowed down and on the night of the 23rd our troops fell back once more, on orders, across the Wadi Zigzaou, under cover of artillery fire.

The original plan for PUGILIST had there-fore to be abandoned but General Montgomery was quick to take advantage of the alternative which was open to him. By the evening of the 22nd, when it was obvious that our right-hand thrust could make no further progress, General Freyberg's forces were already engaged with the enemy west of the Gebel Melab and had broken through one line of minefields in an attack the previous night. The enemy had already begun to move reinforcements to this area, including 164 Division from the western end of the Mareth line, together with some Italians, and 21 Panzer Division from Army Group reserve. General Montgomery therefore decided to call off his frontal attack and reinforce his outflanking move with 10 Corps Headquarters and 1 Armoured Division. They were to move off after dusk on 23rd March and were expected to join the New Zealanders on 25th March. This would give us a force of over three hundred tanks with which to attack the enemy's rear. At the same time 4 Indian Division, under command of 30 Corps, was to thrust into the mountains to the west of the Mareth line. Its first task was to open the road from Medenine to Bir Soltane via Ksar el Hallouf, as a shorter route of supply for 10 Corps; subsequently it was to advance along the spine of the Matmata mountains and descend from there to out the Mareth-Gabes road. This plan, with reminiscences of El Alamein, was christened SUPERCHARGE.

In view of the development of Eighth Army's battle I ordered General Patton late on 22nd March to increase his pressure down the Gafsa-Gabes road with 1 Infantry Division and down the Gafsa-Maknassy road with Armoured Division. II Corps was to seize and hold the two defiles on these roads, which it was now facing, and operate raiding columns from them against the enemy's lines of communication. 1 Armoured Division had entered Maknassy itself without opposition at 0700 hours on the 22nd but failed to seize a fleeting opportunity and was forestalled at the vital defile some five miles east of the town; when it advanced eastwards later in the day it found that the enemy had hastily organized a defensive position there from a German and an Italian reconnaissance unit. Subsequently a battalion of infantry from 10 Panzer Division and some Italian tanks arrived between 23rd and 24th March and with these, reinforced by two more infantry battalions and some German tanks, the enemy succeeded in holding the pass. The advance down the Gafsa-Gabes road was also frustrated, for before it could develop the enemy launched a strong attack with the whole of the rest of 10 Panzer Division. This counterattack had some initial success but 1 Infantry Division held firm and inflicted losses in tanks on the enemy. The attacks were renewed on the 24th and 25th, again without success. It was greatly to the credit of II Corps that they thus kept in play the whole of 10 Panzer Division while the decisive battle was being fought and won by Eighth Army, and although they were denied the pleasure of a spectacular advance into the enemy's rear they made a solid contribution to the success of operations in southern Tunisia.

While 10 Corps was pressing on across the difficult desert terrain to join the New Zealanders 4 Indian Division plunged into the mountains west of Medenine. By the 26th they had cleared the road through the Ksar el Hallouf pass and turned northwards to work towards Cheguimi. In the meantime, the advance of 10 Corps was taking rather longer than expected and Eighth Army decided to postpone the proposed attack from the 25th to the 26th. The problem was to burst through a long defile between Gebel Tebaga and Gebel Melab; the defences in this six thousand yards bottleneck had been strengthened with mines and on the 25th General Messe moved 15 Panzer Division north to this area. This practically stripped the Mareth line of German troops and he simultaneously began to thin out his Italians leaving 90 Light Division, as usual, to conduct the rearguard. While these forces were got away it was vital for Messe to hold the flanks of the north-south corridor as firmly as possible and with two German armoured divisions and one infantry division facing us, to say nothing of the Italians, it seemed we might find the task of breaking through difficult. General Montgomery therefore, in consultation with Air Vice Marshal Broadhurst, commanding the Western Desert Air Force, arranged for a very heavy air attack employing every available aircraft to precede the ground attack; as a new feature control was to be exercised from aircraft flying over the battlefield.

Following a favourite enemy plan 10 Corps attacked in the late afternoon of 26th March. with the sun behind them. For two and a half hours previously the Royal Air Force had attacked the enemy's positions with bombs and machine-gun fire, creating great destruction among his guns and transport and having a most serious effect on morale. The New Zealand Division began the attack with 8 Armoured Brigade leading and rapidly overran the enemy's defences. 1 Armoured Division followed through and advanced nearly four miles before being halted by darkness. When the moon rose, they pressed on again. It was a daring but successful move; in the bright moonlight they drove straight past the bulk of the enemy's armour and at dawn were within a few miles of El Hamma which is only fifteen miles from Gabes on a good road. A further advance at first light put them within two miles of El Hamma, facing a strong enemy anti-tank gun screen. 164 Light Division was engaged here, with 15 Panzer Division to its south. 21 Panzer Division was still cut off between 1 Armoured Division and the New Zealanders and fought very fiercely to extricate itself. The efforts of the three German divisions were successful, in spite of heavy losses, in holding on to El Hamma and keeping open the corridor through which the troops from the Mareth line were withdrawn to the next defensive position north of Gabes. 30 Corps was hampered in following up by many mines and demolitions. 10 Corps was also hindered in its operations against El Hamma on 28th March and the enemy evacuated the village that night. The New Zealanders entered Gabes at 1300 hours on the 29th and were shortly afterwards joined there by the advance elements of 51 Division.

The enemy had lost seven thousand prisoners and many tanks and guns.

First Army resumes the Offensive.

First Army, like II Corps, had been able to start on its programme of reorganization and training after the enemy's defeat at Thala, though it had been to a certain extent upset by the enemy offensive which started on 26th February. With the arrival of fresh formations this programme was now beginning to show results: "Y" Division was dissolved on 16th March when relieved by 3 Infantry Brigade, the first to arrive of 1 Infantry Division; the other two brigades of the division took over sectors of the front on 19th and 23rd March and Divisional Headquarters assumed command in the Medjez area. 78 Division and1 Guards Brigade were relieved and the latter went to join 6 Armoured Division in reserve. The Germans were also reinforcing simultaneously, though not on the same scale. In the middle of March, the second regiment of the Hermann Goering Division began to arrive and shortly. afterwards the first troops 4 a new formation, 999 Africa Division, were identified. This was formed mainly from former residents of concentration camps and included a few genuine criminals. In spite of this peculiar origin it fought as well as the average German formation; it was particularly noticeable that the political offenders who made up the great majority, influenced more by the tradition of discipline and the military virtues of the race than by their political convictions, fought with great skill and stubbornness even in a losing battle.

I had ordered General Anderson to take the earliest opportunity of restoring the situation on the northern road and to relieve the pressure on Medjez by extending our line here to the north of the Béja road. The first task was entrusted to 46 Division, using 138 Brigade, 36 Brigade from 78 Division and 1 Parachute Brigade. It was facilitated by the fact that the enemy had thinned out in this area to reinforce other sectors but even so the dense scrub and the boulder-covered mountains were most serious obstacles. The attack began on 28th March in very heavy rain and made steady progress, assisted by the Corps Franc d'Afrique and a Tabor of Moroccan Goumiers on the left flank. On 30th March we re-entered Sedjenane, and the capture was completed by next day. The enemy was now reinforcing by recommitting his carefully husbanded reserves but they were unable to halt our progress. On 31st March we recaptured our former positions east of El Aouana; shortly afterwards the enemy withdrew from his positions on Cap Serrat. By this advance of eighteen miles we had won back all the ground which the enemy had taken three weeks to capture; prisoners amounted to over eight hundred and fifty and there is no doubt that his losses in killed and wounded were heavy.

On 5th April 4 Infantry Division assumed command in the sector north-east of Béja and on 7th April 78 Division attacked north of Oued Zarga to carry out the second part of the Army task. It met opposition from the German 334 Division but continued to press forward on a front of about ten miles to a depth, eventually, of ten miles. This is a most desolate and barren area of mountains, with few and scattered villages. The most important success was the capture on 14th April of Gebel el Ang and, Gebel Tanngouche, two ridges over three thousand feet high eight miles north of Medjez, the enemy recaptured both next day but in a further attack we recovered Gebel el Ang and part of Tanngouche The mountain village of Heidous, which the enemy had converted into a strongpoint, remained in his hands but was now threatened from both north and south The object of our operations had been achieved. Medjez had been freed from enemy threat and we were able to build up there, in security, the stores required for our final offensive.

The Battle of Wadi Akarit.

After his defeat by Eighth Army General Messe withdrew to the northern end of .the Gabes gap and endeavoured to make a new stand there, on the very threshold of the Tunisian plain. His position was based on the Wadi Akarit, a steep-sided obstacle which had been extended by an anti-tank ditch to cover the whole of the gap between the sea and the Chott el Fedjadj. This gave him a line of about twelve to fifteen miles in length. On the north side the wadi is dominated by two mountains, Gebel Fatnassa on the west and Gebel er Roumana on the east, extending almost to the sea. The road from Gabes to Gafsa runs round the western end of Fatnassa, in a defile between the mountain and the salt marsh, and the road to Sfax runs along the coast round the eastern end of Er Roumana There is a low col between the two peaks which is traversed by a few tracks and was thought to be practicable for our use if the high ground commanding it could be cleared. Taken all round it was a very strong position, much stronger by nature than the Mareth line.

10 Corps made contact with the enemy's new line on 30th March with the New Zealand Division on the right and 1 Armoured Division on the left. Having inspected the position the Corps Commander reported that it could not be carried by assault with his present forces and General Montgomery decided to wait until he could bring up stronger forces in infantry. His plan was to assault with three infantry divisions, 50th, 51st and 4th Indian, attacking through 10 Corps as now disposed; after a breach had been made 10 Corps would pass through, with the New Zealanders leading It would take about a week for the attack to 'be prepared. This would give me time to co-ordinate Eighth Army's offensive with two other thrusts which I had planned. I issued a plan of operations on 3rd April. My object was still "to seize and secure airfields and potential airfields from which we can develop the full weight of our great superiority in the air, thereby paralysing the enemy's supply system to an extent which will greatly facilitate the rapid advance of our ground forces." The first phase was to drive the enemy from the Gabes gap by a frontal attack by Eighth Army and flanking pressure by II Corps. When this operation was completed II Corps would be pulled out and transferred to the extreme northern flank. The second phase was to coincide with Eighth Army's advance towards Sousse. I had organized an Army Group reserve under the recently arrived Headquarters 9 Corps, consisting of 6 Armoured Division, a British infantry brigade and 34 United States Division. At a date after 7th April, and dependent on Eighth Army's progress, this force, on orders from me, would secure the Fondouk gap in the Eastern Dorsale and pass the armoured division through towards Kairouan, threatening the rear of Messe's army. Throughout this period 5 Corps and XIX Corps were to tie down the enemy on their front by thrusts aimed at the capture of important textures.

On 27th March the preliminary stage of this plan began when 34 United States Division entered the village of Fondouk, at the western end of the defile, and 9 United States Division reinforced 1 Infantry Division at El Guettar. After this I allowed the Fondouk area to remain quiet but tried to press on with II Corps down the Gafsa-Gabes road. In spite of the favourable development of the Mareth battle very strong resistance was met to any progress beyond El Guettar. On 31st March General Patton tried to push an armoured force down the road but it was held up by mines after advancing only a short distance. He then tried a more deliberate advance with 1 Division working along the mountains north of the road and 9 Division doing the same to the south. The former made a little ground on 2nd April but the latter was unable to advance. Nevertheless, Messe was now thoroughly alarmed by this threat to has right flank; 10 Panzer Division, which was at that time by far the strongest of the three, had already been kept fully engaged on the El Guettar road and by the 3rd it had been joined by 21 Panzer Division. A strong enemy counter-attack on that day gained some ground from 9 Division. The deadlock continued until Eighth Army attacked and broke through the Wadi Akarit line; even on the first day of that battle, when the position of the enemy's main forces was already desperate, the two Panzer divisions continued to resist the American pressure with great stubbornness. 9 Division suffered heavy casualties that day for no gains and 1 Division only succeeded in advancing two miles. Meanwhile at Maknassy we restricted our operations to feint attacks designed to distract attention from our main effort on the El Guettar road.
The plan for the attack on the Wadi Akarit line provided for an infantry assault by all three divisions of 30 Corps: 4 Indian Division against Gebel Fatnassa, 51 Division against Er Roumana and 50 Division in the centre. The enemy forces were disposed in much the same order of battle as in the Mareth line with XX Corps (Young Fascists and Trieste) at the seaward end and XXI Corps (Pistoia, Spezia and 164 Light) at the inland end. 15 Panzer and 90 Light Divisions were held in reserve behind the centre of the line but 10 and 21 Panzer Divisions were nearly forty miles away to the west, engaged with II Corps, and a strong force, including a "Tiger" tank battalion, was observing 1 Armoured Division at Maknassy. It is peculiar that Messe should have been more. anxious about his right flank than his centre, but such seems to have been the case; perhaps he relied on the obvious strength of his positions at Akarit to cause Eighth Army to delay, or else he expected us to wait for the moon to be right. He had already, however, begun to move some of his heavy guns back to the next defence line, at Enfidaville, and can have been under no illusions as to his ability to hold us in the south for much longer.

The battle of the Wadi Akarit lasted only a day but the fighting was described by General. Montgomery as "heavier and more savage than any we have had since Alamein". Attack and counter-attack clashed in the hills and both Germans and Italians showed a quite reckless determination and unimpaired morale. 30 Corps attacked at 0400 hours on 6th April, supported by four hundred and fifty guns. It was completely dark at that time and this undoubtedly assisted us in gaining surprise. The major credit for the victory goes to 4 Indian Division, 51 Division gained its original objective but was driven off by a counterattack and 50 Division in the centre was seriously delayed by resistance on the line of the wadi. The attack on Fatnassa was brilliantly successful against great difficulties of terrain; 7 Indian Brigade, led by the Royal Sussex and 2 Gurkhas, captured all their objectives by dawn and 5 Indian Brigade, which then passed through, completed the mopping up and was in a position to take in rear the defences which were holding up the Corps' centre and right. At 0845 hours the division reported that it had bitten six thousand yards out of the enemy position and at 1200 hours General Montgomery put in 10 Corps. It looked like a complete débâcle for the enemy, but 15 Panzer and 90 Light Divisions, fighting perhaps the best battle of their distinguished careers, counter-attacked with great vigour and by their self-sacrifice enabled Messe to stabilize the situation. That night the enemy withdrew and the two Panzer Divisions which had been fighting a hard but irrelevant battle on the El Guettar road also broke contact and drew off to the north-east. At 1600 hours on 7th April an American patrol met a patrol of 4 Indian Division. At last the two Armies, from the east and the west, had made contact after their long and triumphant advances.[*Various parties, from the Long-Range Desert Group and the Raiding Forces, had already made contact with First Army; but these had come the long way round west of the Chotts, an impracticable route for any large body.]

The battle had cost the enemy over six thousand prisoners and heavy casualties. There was no chance of making a stand south of the mountain line at Enfidaville and retreat was essential. Messe showed a not unnatural solicitude for his Italian troops, who went straight back to the new line, leaving the Germans to form a rearguard for which they were better suited. The second phase of my plan for interfering with the retreat now came into action. 9 Corps, which had been lying concealed in the forest of Kessera, east of Maktar, moved forward to the Fondouk area and on 7th April launched an attack to secure the pass. The plan was to clear the heights dominating the north side of the defile with 128 Brigade (46 Division) and the heights to the south with 34 Division and then pass 6 Armoured Division through the middle. The former attack went well. We entered Pichon on the 8th and pressed forward to the east against fairly strong resistance. South of the pass 34 United States Division was unable to make any progress on the 7th or 8th. Meanwhile the enemy rearguards in the plain to the east were conducting a very skilful withdrawal in front of Eighth Army Sfax was entered on 10th April by 30 Corps, which had advanced up the coast, and 10 Corps to the west had kept level. 10 and 21 Panzer Divisions were withdrawing on the western flank of Messe's army and I foresaw that they would soon arrive in the Kairouan area. I therefore ordered 9 Corps to disregard 34 Division's failure to the south and launch 6 Armoured Division straight at the pass. This gallant attack went in on the afternoon of the 9th. The motor battalion of the armoured brigade advanced into the throat of the defile under heavy cross fire to make a gap in the minefield and two armoured regiments then plunged through. Unwept mines and anti-tank guns in enfilade took a toll but our tanks pressed on undeterred and the pass was forced.

On 10th April 6 Armoured Division fought a successful action against enemy tanks south of Kairouan and entered the holy city next morning at 1015 hours. This was an unwelcome acceleration to the enemy's withdrawal timetable and 10 and 21 Panzer Divisions suffered more losses which in their weakened state were serious for them. Eighth Army had on 10th April paused for two days, for administrative reasons, on a line running east and west through Sfax, sending the armoured cars of 4 Light Armoured Brigade to flood the country to the north. On the 12th the advance was resumed again with 10 Corps while 30 Corps halted round Sfax. Sousse fell on 12th April and by next day our leading troops were in contact with the first defences north of Enfidaville. XIX Corps had also joined in the attack, working in close harmony with 9 Corps, and had driven the enemy from the Eastern Dorsale as far as ten miles north of Pichon. 9 Corps made contact with patrols from Eighth Army on 11th April.

Preparations for the Final Assault.

I had now achieved my first object in the capture of the whole of the coastal plain and we were in a position to exploit from there our air superiority. A striking demonstration was given on 18th April when our fighters intercepted off Cape Bon a large flight of German transport aircraft carrying troops and shot down over fifty of them; it was also a significant confirmation of the fact that the enemy, so far from thinking of evacuation, was using every possible means to rush troops into his now much diminished Tunisian bridgehead. My next object was to complete the destruction of the forces still opposing me as quickly as possible, in order to obtain the use of the ports of Tunis and Bizerta for the invasion of Sicily The enemy positions presented to us two fronts at right angles, facing west and south, with the salient angle protected by the tangled mountain country of the Gebel Mansour and the Gebel Fkirine. I decided, for topographical reasons, to make my main attack on the western face of this perimeter. My intention was to break through to Tunis from the west and thereby split the enemy forces in two. I would then leave the smaller body of enemy to the north to be mopped up by the Allied troops on the spot and, turning southwards with the greater part of my forces, drive the larger body of enemy on the right flank of the penetration against the line firmly held by Eighth Army. It was particularly important in carrying out this manoeuvre to prevent the enemy establishing himself in the peninsula terminating in Cape Bon, where he might have been able to hold out for some time.

I had rejected the idea of making my main thrust with Eighth Army partly because an advance against the southern face of the perimeter would drive the enemy in on themselves rather than split them and partly because of the difficulty of the terrain. From the sea just north of Enfidaville to the Gebel Fkirine massif the mountains present a continuous wall of abrupt peaks. This wall is pierced by three roads, all starting from Enfidaville: the only good road follows the coast, with salt marshes on its right and mountains on its left; the other two run via Saouaf and Zaghouan through a series of narrow passes. On the First Army front there are also three routes to Tunis, but more widely separated. The southernmost runs from Bou Arada to Pont du Falls defile thence north-east. This could be blocked by the enemy fairly easily at the Pont du Fahs defile and commanded from the mountains on the south side of the Bou Arada plain. The second route starts from the Goubellat plain, which gives good opportunities for deployment. It would then be possible to advance north-eastwards, north of the salt marshes of Sebkret el Kourzia, and enter the plain of Tunis by various minor roads running south-west from the city. The difficulty here was a belt of broken country without roads which interposes to the northeast of the salt marshes. The third route follows the axis of the Medjez-Massicault road, the main road to Tunis from the west. This was the most direct route and gave the best opportunities for the use of tanks; we had fought all winter for our foothold at its gate. For these very reasons, however, the enemy defences were here at their strongest.

In order to develop their full strength for the decisive blow First Army had to be more concentrated and reinforced. For the former purpose I had already decided to relieve 46 and 4 Divisions on its northernmost flank with two divisions from II Corps. On 3rd April I ordered General Patton to be prepared to despatch his 9 Infantry Division to take over from 46 Division as soon as Eighth Army had broken through the Wadi Akarit line and to follow as rapidly as possible with the rest of II Corps. 9 Division, after regrouping and refitting, assumed command of the northernmost sector on 14th April and on 19th April 1 United States Infantry Division began to relieve 4 Division; on the same day II Corps assumed command of the area north of the Oued et Tine. I intended that simultaneously with First Army's offensive and Eighth Army's holding attack II Corps should also develop operations down the Sedjenane road and the Béja-Mateur road to contain the enemy there and, if possible, to accelerate the capture of Bizerta. I must mention here that the way in which four United States divisions were transferred from one end of the line to the other, crossing at right angles the lines of communication of First Army, was a considerable triumph of staff work. Reinforcements for First Army could only come from Eighth Army. On 11th April I informed General Montgomery that the main effort in the final phase of operations would be by General Anderson and ordered him to make available to join 9 Corps as soon as possible an armoured division and an armoured car regiment. 1 Armoured Division and the King's Dragoon Guards were nominated, being well placed on the Faid-Sbeitla road for such a transfer.

On 12th April I ordered General Anderson to prepare a large-scale offensive to capture Tunis, with a target date of 22nd April. I informed him that I was placing 9 Corps under his command, reinforced by 1 Armoured Division, and that II Corps would simultaneously be attacking in the direction of Bizerta. First Army was to give such assistance as should be possible to II Corps' attack but the latter was remaining under Army Group command. I indicated that the area for the main attack, by 5 and 9 Corps with four infantry and two armoured divisions, would be on the front from Medjez el Bab to north of Bou Arada with 5 Corps attacking north-east on the axis Medjez-Massicault and 9 Corps north of the Sebkret el Kourzia on a parallel axis. XIX Corps would be prepared in the event of success to advance towards the Pont du Fahs defile.

After discussion with the two Army commanders and General Patton, commanding II Corps, the final plan was worked out in the following form as reported by me in a signal of 18th April. Eighth Army was to start its attack on the night of 19th-20th April with 50 Division on the coast, 2 New Zealand Division just west of Enfidaville and 4 Indian Division, with "L" Force under command, west of Takrouna. 7 Armoured Division guarded the western flank, made contact with XIX Corps and was available to exploit success. XIX Corps was to attack three mountain positions commanding Pont du Fahs from the south; no date was set for this attack and it was not to be launched until First Army considered that the enemy in these strong positions had been sufficiently weakened by the attacks on either flank. First Army was to attack on 22nd April. 9 Corps would begin in the early morning with 46 Infantry and 1 and 6 Armoured Divisions. The infantry were to destroy the enemy positions west of the salt marshes of Sebkret el Kourzia and the armour was then to follow through as quickly as possible directed on Gebel Mengoub, an eight-hundred-foot feature fifteen miles from the north end of the marshes and the same distance from Tunis. 5 Corps would attack in the evening of 22nd April with 1 and 4 Divisions south of the river, directed on Massicault, and 78 Division in the mountains north of the river with Gebel Ahmera ("Longstop") as their first objective. II Corps' attack was timed for the next day, 23rd April, with 1 Division attacking on the Sidi Nsir road with its final objective the pass above Chouigui, and 9 Division on the axis Sedjenane-Mateur. In order to control the battle, I had moved my Headquarters to a wood near Le Kef, after a short period at Haidra, between Tebessa and Thala.

When speaking of the plans for the final battles of the campaign I must take the opportunity of recording my obligations to my Chief of Staff, General McCreery. He had accompanied me from the Middle East where he had filled the same appointment. Both as a personal friend and as a brilliant Staff Officer he was invaluable to me in the whole course of operations in Africa, and was later to show, both as a Corps and an Army Commander that he added to his intellectual qualities the highest gifts of command.

General von Arnim still disposed of over two hundred thousand troops for a front of a hundred and twenty miles. Messe's Army held the southern front with German and Italian infantry in line from the sea to west of Takrouna: 90 Light Division was responsible for the coast road and 164 Light Division was on its inland flank; there were various Italian remnants, organized mainly under command of Headquarters Trieste Division, interspersed with the German troops and continuing the line westwards. The German Africa Corps, which had now taken under command the Superga Division, held the angle between the two fronts. The order of battle of von Vaerst's 5 Panzer Army was relatively unchanged. The Manteuffel Division faced II Corps in the northernmost sector, then 334 Division in the mountains on the north bank of the Medjerda and 999 Africa Division, now almost complete, astride the river. In the area of 5 and 9 Corps was the Hermann Goering Division, reinforced with additional infantry and tanks, including part of a very recently arrived heavy tank battalion. As soon as Messe was back on his Enfidaville line von Arnim removed 10 Panzer Division, still his strongest armoured formation, and transferred it to the area between Sebkret el Kourzia and the Medjerda. This was clearly the most threatened point and it was vital to have an armoured reserve to cover the plain of Tunis. It was, however, the only reserve that Army Group Africa had and it is a little surprising that von Arnim made no effort to create a larger one by shortening his line at the less important points. Nor did he attempt to construct any defensive systems in rear of his present line except for some not very impressive perimeter defences round Tunis.

Eighth Army's attack on the Enfidaville position began at 2130 hours on 19th April. 50 Division captured Enfidaville itself and pushed forward patrols beyond it. The New Zealanders advanced to a point three miles north-west of the town. 4 Indian Division, further west, had a very fierce struggle for Gebel Garci; the enemy counter-attacked continuously and, at the cost of very heavy casualties, succeeded in holding the attack. It was noticed that the Italians fought particularly well, outdoing the Germans in line with them. The New Zealanders next day had an equally bloody struggle for the hill village of Takrouna. In spite of severe losses from our massed artillery fire the enemy kept up his policy of continuous counter-attacks and it became clear that it would cost us heavily to advance further into this tangled mass of mountains. General Montgomery therefore decided late on the 21st to abandon the thrust in the centre and concentrate on forcing the coastal defile.

This change of plan would involve fairly extensive regrouping and at the same time he wished to send back to the Delta one of the divisions which would be needed for the invasion of Sicily. 50 Division was selected as it had been weakened by its losses in the Mareth and Akarit battles. It was to be relieved by 56 Division, which had had no previous operational experience. The plan was to relieve 4 Indian and New Zealand Divisions opposite Gebel Garci and Takrouna with 51 Division brought forward from rest; this division had also had fairly heavy losses and was to be restricted to a holding role. The two farmer divisions, with the 56th, were to make the assault on the right. The first stage was on the night 24th/25th April when the New Zealanders and 201 Guards Brigade captured Gebel Terhouna, a strongly contested hill feature overlooking the coast about five miles north of Enfidaville. The main attack was planned for 29th April and its object was to establish all three divisions in the area of Hammamet, at the base of the Cape Bon peninsula. On the 29th, however, I received a signal from General Montgomery saying that, as a result of a failure by 56 Division on that day when coming under artillery fire as it was about to take up positions for the attack, he now felt unhappy about the possibilities of success. As this was not going to interfere with the plans, I was already forming for finishing off, enemy resistance in the Tunis plain I authorized the abandonment of the attack. 1 Fighting French Division was brought forward on 6th May to relieve 51 Division and the Eighth Army front became a holding front except for the western flank where the New Zealanders carried outs local operations to assist XIX Corps and attract enemy attention.

The Enfidaville line thus marked the culmination of Eighth Army's great advance across Africa. This holding and diversionary role was not indeed its sole contribution to the final victory, for three and a half divisions were transferred to First Army to give weight to the main attack on Tunis. It is right, however, to take note at this point of the extent of Eighth Army's achievements. In six months, they had advanced eighteen hundred miles and fought numerous battles in which they were always successful. This would be an astonishing rate of progress even in a civilized country with all the modern facilities of transport-the equivalent of an advance from London to two hundred miles east of Moscow-but in a desert it was even more remarkable. It reflects in particular the greatest credit on the administrative services. Their problems might have seemed quite insoluble but thanks to the admirable preparations made and the sound basis of experience gained in earlier campaigns administration had kept pace with operations and never failed in its support of the fighting troops.

Before First Army opened its offensive the enemy gave a last demonstration of tactics that had become almost traditional in Tunisia, the spoiling attack. On the night of 20th-21st April he attacked with sudden violence between Medjez and Goubellat, using a force of five battalions and about seventy tanks. The infantry came mainly from the Hermann Goering Division and advanced to the attack with great vigour and determination We had had little warning of what was imminent and in the early stages of the battle parties of enemy succeeded in infiltrating into our forward positions where the troops were assembling for the offensive, into the gun lines and as far as 4 Division Headquarters. In spite of the darkness and the confusion the attack, given the codename LILACBLOSSOM by the Germans, was a failure; we took over four hundred and fifty prisoners and claimed over thirty tanks destroyed. Nor were our plans for the offensive upset or delayed, except to a minor degree on 9 Corps front, where 46 Division attack had to be postponed four hours.
9 Corps' offensive started on the morning of 22nd April when 46 Division advanced to the attack in the area of the Kourzia salt marshes. On the right, south-west of the marshes, the division was unsuccessful in face of strong defended localities and dense minefields which inflicted casualties on the supporting tanks. The attack on the left, to the north of the marshes, made better progress. Ground was gained steadily and by the late afternoon the Corps commander put in 6 Armoured Division to attack through the infantry. This met opposition from 10 Panzer Division and a tank battle developed. It continued next day when the enemy was reinforced by the tanks of 21 Panzer Division and on the 24th when 15 Panzer Division also arrived. General von Arnim was clearly worried about the danger in this area, and concentrated all his armour here; by the 26th all three armoured divisions were opposing us between Medjez and Bou Arada and the Headquarters of the German Africa Corps had been brought round to take command. With these reinforcements he succeeded in stabilizing his front in the broken ground north-east of the marshes and although 1 Armoured Division was committed on 24th April we were unable to score any significant gains. We had, however, caused the enemy to concentrate almost all his mobile reserves against this sector, and had inflicted heavy losses on him. It was a good preparation for the final blow. On 25th April the enemy withdrew from the salient now protruding south of the Bou Arada-Pont du Fahs road, followed up by XIX Corps. The latter were now within striking distance of the Pont du Fahs defile, having cleared Gebel Fkirine on 26th April. Tank battles continued on 9 Corps front all day of the 26th but that evening 6 Armoured Division was withdrawn into Army reserve.

While the main enemy attention was concentrated on the battle in the Goubellat plain 5 and II Corps had been able to make important advances on the whole front from the Medjerda to the sea. Resistance, indeed, was as strong as ever and all our gains were most stubbornly contested. 78 Division began on 22nd April with an attack on Gebel Ahmera, the left-hand bastion of the Medjez gate which had defied us since the previous December. In very heavy fighting they had cleared all but the north-eastern end by midday of the 23rd and mopped up the remaining enemy pockets on Gebel Tanngouche. On the same day 1 and 4 Divisions attacked to the south of the Medjerda; the former captured Grich el Oued and the latter Goubellat. On 25th April 78 Division captured Heidous and next day Gebel Ahmera was finally cleared. We were now firmly based on the left bank of the river and continued to extend our ground on the right bank. On the 26th 1 Division pushed the enemy's positions back as far as Gebel Bou Aoukaz, a dominating feature four miles downstream from Gebel Ahmera on the opposite bank and 4 Division advanced down the main Tunis road to a distance of seven miles beyond Medjez. At this point the enemy began to launch a series of furious counter-attacks. On the 27th he drove back the left flank of 4 Division at Ksar Tyr and for the next three days he continued these attacks with a mixed battle group from 15 Panzer Division. He regained a little ground at the point of juncture of 1 and 4 Divisions; his losses were heavy but his troops continued to show an excellent spirit.

On the northernmost sector progress by II Corps was steady and continuous throughout this period. The enemy defences were strong and long-established and the terrain, as I have said, was particularly difficult; these advantages outweighed in the early stages their numerical inferiority and the lack of reserves for the defence, but as position after position was wrested away there were increasingly less troops to man the positions in rear. 9 and Infantry Divisions attacked on the morning of 23rd April on the Sedjenane-Mateur and Béja-Mateur axes respectively. On the first day 9 Division gained its objective west of El Aouana 1 Division made slightly slower progress but by the 25th had reached the high ground a mile to the south-east of Sidi Nsir station. This advance had exposed the left flank of the division and 34 Infantry Division was now brought in between the other two to clear up the area astride the Sidi Nsir-Mateur road. The ridge of hills west of Sidi Nsir was cleared by 28th April after three days of concentrated artillery fire and on the same day the high ground east of the village was captured after close and heavy fighting.

Further east 1 Division advanced along the long range overlooking the Oued et Tine valley on the northern side.

On 27th April General Bradley relieved General Patton in command of II Corps and the latter went to take command of the Seventh Army which he was to lead in the invasion of Sicily. General Patton had produced, during his period of command, what I might almost call a transformation in the troops of II Corps By his influence they had recovered from the natural depression caused by the early setbacks, they had absorbed with great rapidity the benefits of the intensive training to which they had been subjected and were now showing in hard mountain fighting that they had added the skill of the trained soldier to those excellent natural qualities which had been previously in part obscured by inexperience. General Patton was to score other triumphs in the Mediterranean and in North-west Europe but I think this not the least of his achievements. General Bradley had been attached to II Corps Headquarters and General Eisenhower now thought that this would be a good time to give him experience of actual command in operations before commanding a Corps in Sicily.

The attack by 9 Division on the northernmost road progressed rather more slowly. The enemy positions at Jefna were particularly strong and before they could be grappled with there were many outlying positions, on the hills either side of the road, which had to be cleared. Manteuffel's parachutists fought as well as usual and by 2nd May we were still held up at the immediate approaches to Jefna, though to the north we had outflanked it by some three miles. Heavy fighting continued on 1 Infantry Division front both on Gebel Sidi Meftah and to the north of it but in anticipation of its fall II Corps were now bringing up 1 Armoured Division to operate on the extreme right of the Corps in the valley of the Oued et Tine. This valley leads direct to Mateur; no road follows it but it is practicable for armour once the left flank is freed by securing Gebel Sidi Meftah. 78 Division to the east of the Oued had gained ground north of Gebel Ahmera and north-east of Heidous. On 30th April 34 Division scored its most noteworthy success with the capture of Gebel Tahent (Point 609). This commanding dome-shaped hill, east-north-east of Sidi Nsir, was defended by parachutists from the Barenthin Regiment, perhaps the best German troops in Africa.

The Final Offensive.

By 29th April I had decided that it was necessary to reinforce First Army again and change the point of attack further to the north. The heavy pressure which we had been bringing to bear since the 22nd had gained us a foothold at the entrance to the plain of Tunis and had stretched the enemy's powers of resistance almost to breaking point, but if I was to finish the campaign quickly, to fit in with the time-table for Sicily, a sudden powerful stroke was necessary. The events of the past week had shown that Eighth Army was unable to make any vital contribution by attacks on their front; indeed, in spite of the pressure they had kept up, the enemy had found himself able to withdraw all his armour from the southern front. I therefore ordered General Montgomery on 30th April to despatch at once to First Army the best formations he could snare to reinforce the main blow from Medjez. He nominated 7 Armoured Division, 4 Indian Division and 201 Guards Brigade. These were 'both the freshest and the most experienced formations in Eighth Army. They were, indeed, the nucleus around which Eighth Army had grown up, for in 1940 they made up the whole of the Western Desert Force [*201 Guards Brigade was at that time numbered 22.]. It was particularly appropriate that the two divisions which had won our first victory in Africa, at Sidi Barrani, should be chosen for the main role in our last victory, the battle of Tunis.

I informed General Anderson on the same day of these proposed reinforcements and of my plan for their employment. The operations of 9 Corps, though falling short of their original objective, had attracted enemy attention to the southern part of the Goubellat plain. I intended to keep his attention fixed there by retaining there 1 Armoured Division, reinforced with a large concentration of dummy tanks and transport, and to make my main blow straight at Tunis along the Medjez-Massicault road. For this I intended to employ, under command of 9 Corps, two infantry and two armoured divisions. They would be assisted in the initial assault by the greatest weight of artillery that could be made available and by a very heavy air attack in the "blitzkrieg" style. I laid all the emphasis in planning on speed and the maintenance of the objective. The armoured divisions were to move off behind the infantry divisions simultaneously with them so that there would be no delay or hesitation in pushing them through the infantry the moment a breakthrough was achieved. I insisted that none of the divisions of 9 Corps should turn aside to mop up isolated areas of resistance or to attempt to roll up the enemy's exposed flanks but were to continue straight for Tunis, ignoring any enemy to left or right. By this means they would forestall the enemy on his defences round Tunis and split his whole front in half. If these instructions could be strictly followed, I felt confident of turning the German "blitzkrieg" technique on its inventors and preventing an African "Dunkirk".

This question of an enemy evacuation of Tunisia naturally occupied a great deal of our thoughts at the time and although our success was in the event so rapid as to prevent any attempt being made it is worth while giving a brief study to the subject. From our point of view it was vital to prevent any substantial evacuation, both because of the psychological value of complete annihilation and because a reinforcement of Sicily by large numbers of German troops would make our next task much more difficult. I was uncertain whether the well-known German reluctance to abandon any position, however untenable, would work against an evacuation; it now seems likely that they would have attempted it had they been given a chance. We were, however, by then in a position to throw a naval and air blockade round the Tunisian coast which, in spite of the extensive minefields at sea, could be relied on to let very little pass. In the worst case, assuming the enemy was able to stabilize a firm bridgehead position, it was calculated that it would be theoretically possible to remove up to a maximum of seventy thousand mien; in the event only just over six hundred got away and these were nearly all sailors or dockworkers.

The move of formations from Eighth Army, the redisposition of 9 Corps and the dumping of ammunition and other stores would take some time, and D-day for the attack, which was given the codename VULCAN, was fixed as 6th May. As a preliminary 5 Corps was to capture Gebel Bou Aoukaz on the afternoon of 5th May in order to free the left flank of the attack from threat from this direction. On the morning of the 6th the 9 Corps attack would start before dawn on a front of three thousand yards with 4 British Division right and 4 Indian Division left, supported by artillery concentrations from over four hundred guns, centrally controlled. The infantry were to begin by seizing a line north of the road through the small village of Frendj, about six thousand yards from the start line. 6 Armoured Division was to follow 4 British, and 7 Armoured 4 Indian. Their first bound was to the area of St. Cyprien, twelve miles further on and the same distance from Tunis, before the enemy could recover from the shock and occupy the perimeter defences. 5 Corps, which had 46 Division north of the river and 1 and 78 Divisions to the south, was to hold the corridor open and be prepared to support 9 Corps. XIX Corps was to launch an attack against Gebel Zaghouan on 4th May; on the same day the New Zealanders on Eighth Army's left would mount local attacks south of Saouaf to assist the French and pin down the enemy on their front. II Corps was to continue its successful advance towards Bizerta.

I summed up these orders in a personal letter to General Anderson on 3rd May which I reproduce here as giving the clearest picture of my conception of the final plan.

"1. The primary object of your attack is to capture Tunis. Every effort must be made to pass the two armoured divisions through on the same day. as the infantry attack starts so that the enemy is not allowed time to build up a strong anti-tank screen.
2. 9 Corps must seize a bridgehead through the immediate defences of Tunis as early as possible, before the enemy has time to man these defences.
3. The mopping up of localities which the enemy continues to hold on the fronts of 78 and 1 Divisions must come later. The chief task of 5 Corps after the armour has passed through is to keep open the funnel.
4. Concentration must be maintained and it would not be sound to aim at advancing on too wide a front. For instance, 46 Division may well be required to nourish the threat and to assist 5 Corps to keep the funnel open. An advance north of the river Medjerda would not contribute to the main object. Troops north of the river will be forced to withdraw when you reach Tunis and cut their communications.
5. I consider the best way to prevent the enemy withdrawing a large part of his forces to the Cape Bon peninsula is to reach Tunis as early as possible, thus cutting off all troops north of Tunis. In any case I do not wish your operations for the early capture of Tunis to be prejudiced by preoccupation with preventing the enemy withdrawing to Cape Bon."

During the period before the offensive opened my plans for deceiving the enemy as to our intentions continued and showed evidence of producing good results. The enemy did not reinforce the area which I had selected for my point of main effort but left its defence to 15 Panzer Division, now in a very weak state. By contrast he retained both 10 and 21 Panzer Divisions in the Kourzia area, opposite my Armoured Division. Shortly before the attack began a battalion from 90 Light Division was brought round from Eighth Army front to St. Cyprien but on 4th May, on the other hand, the enemy removed two battalions of heavy anti-tank guns from the Massicault area to the area north-east of the Kourzia marshes. It was gratifying to realise that we had been so successful in obtaining surprise and that the enemy had split his armour, leaving the stronger part of it away to the south of our point of main effort.

The attack on Gebel Bou Aoukaz by 1 Division went in on 5th May at 1700 hours with strong and effective air support. As I have already explained the capture of this mountain was essential to the whole conduct of operations in order to clear the left flank of the attack. The fighting on the mountain was severe and the enemy counter-attacked many times; major credit for the success must go to 1 Irish Guards who finally cleared the crest, at the cost of many casualties, within the time table laid down for the operation. Gebel Bou Aoukaz was in our hands by nightfall and all that night the infantry of 4 British and 4 Indian Divisions were moving forward to their assembly areas. On 6th May, at 0330 hours, they advanced to the attack side by side on a very narrow front. The massed artillery of First Army, backed by the dumps of ammunition which we had been nourishing so long for this event, fired concentrations on known enemy localities. At dawn the air forces went in. It was their greatest effort in the war up to that date, over two thousand sorties of all types. The weight of the attack was too much for the defenders, already weakened physically and morally by the heavy fighting since 22nd April. Most of them did their duty but there were isolated instances of demoralisation. By 1030 hours the first infantry objectives were captured and by 1130 hours the village of Frendj was reported clear. The two armoured divisions, which were close on the heels of the attacking infantry, at once passed into the lead. So deep had been our initial penetration that they found enemy resistance, though gallant and desperate, to be but little organised, they met some groups of enemy tanks, from 15 Panzer Division, and many of the 88 millimetre guns withdrawn from airfield defence, but the impetus of the offensive was so strong that it carried them by nightfall as far as Massicault, half-way to Tunis. 6 Armoured Division leaguered for the night to the south-east and 7 Armoured Division to the north-east of the village. The enemy were endeavouring to form a new defensive position at St. Cyprien.

The first day's fighting in the Medjerda valley had thus ended in a great success. Meanwhile II Corps to the north was about to reap the reward of its steady and well conducted advance. Under this constant and increasing pressure the German, front in the mountains broke on the night of 2nd May and next day reconnaissance elements of 1 Armoured Division entered Mateur. The enemy tried to hold a line on the high ground east of the Mateur-Tebourba road and especially the pass leading to Chouigui, which was strongly defended by the Barenthin Regiment. North of Mateur, however, 1 Division to the south and 9 Division to the north of Garaet Achkel continued to make progress. The Moroccan Goums attached to 9 Division were particularly useful in the mountains to the north of the lake These were strong positions by nature but the German defenders had been too much weakened by their losses round Jefna. On the morning of the 7th May resistance broke, on the edge of the last hills, and the American Corps started the final attack which was to bring them into Bizerta.

At first light on 7th May 6 and 7 Armoured Divisions moved forward once more from Massicault. Despite his best efforts the enemy had been unable to organise a defence in the area of the break through, though he was hastily summoning back the forces cut off to the south of our penetration. 6 Armoured Division fought a stiff action south-east of St. Cyprien while 7 Armoured Division, advancing north of the road, captured the village by 0830 hours and pressed on for the suburb of Le Bardo There was a sharp skirmish at the junction of the Medjez and Bizerta roads, a little sniping from isolated houses on the outskirts but at 1445 hours 11 Hussars and Derbyshire Yeomanry entered Tunis. The enthusiasm of the population was unrestrained; it was the first of many experiences we were to have of the liberation of a great city. An hour and a half after the British entry into Tunis 47 Regimental Combat Team of 9 United States Division entered Bizerta. It was a happy coincidence that we should have gained our two main objectives simultaneously and that both the major Allies should have won a notable victory on the same day; I had of course planned this division of the spoils but I had not expected so dramatic a climax.

The fall of Tunis and Bizerta clearly came to the German Command, both in Africa and Berlin, as a most severe shock. It was not until the evening of 8th May that the High Command issued a statement that Africa would now be abandoned and "the thirty-one thousand Germans and thirty thousand Italians remaining" would be withdrawn by sea. I commented in a report to General Eisenhower that night that the Navy and Air Forces would interfere with this programme, which in any event depended on the enemy holding a firm bridgehead in Cape Bon, and reminded him of Mr. Churchill's words in August, 1940 "We are waiting, so are the fishes". In fact, no effort of this sort was made, for the enemy's plans of defence had been completely disrupted. The divided forces were not given a moment's pause to recover. As soon as the situation in Tunis was under control 9 Corps split its forces according to the pre-arranged plan and pro-ceded to mop up to left and right. On the left 7 Armoured Division was directed northwards up the Bizerta road towards Protville and the Medjerda; simultaneously 1 United States Armoured Division was moving towards the same area, north of the Protville marshes, from Mateur. The troops entrapped in this pocket consisted of the Manteuffel Division, 15 Panzer and 334 Infantry Divisions. They had little hope of resistance and none of evacuation and at noon on 9th May they accepted unconditional surrender. Six Generals were among the prisoners, including von Vaerst, the Commander-in-Chief of 5 Panzer Army.

The forces cut off on the south of our wedge of penetration, between 9 Corps and Eighth Army, were larger than those to the north. In order to deal with these the first essential was to establish ourselves across the base of the Cape Bon peninsula, for should they be able to withdraw into it they might prolong resistance unduly. Provided we followed up our success vigorously, however, there could be no chance for them of withdrawing in time. Accordingly, 6 Armoured Division, after passing through Tunis, wheeled right down the road which runs across the base of the peninsula. It was followed by 4 Infantry Division, and Armoured Division came up on its right from the Goubellat area. The first obstacle encountered was the Hammam Lif defile. At the bottom of the Gulf of Tunis Gebel Bou Kournine, the sacred "twin-horned" mountain of the Carthaginians, rises steeply above the road leaving a narrow gap of about three hundred yards between it and the sea shore. The pass was held by some of the remaining troops of the Hermann Goering Division, strongly supported by heavy anti-aircraft guns withdrawn from airfield defence. For two days this exceptionally strong position held 6 Armoured Division at bay but on the morning of 10th May they broke through by sending a body of tanks through the very edge of the surf.

With the forcing of the Hamman Lif defile our advance was rapid and met no further obstacles. 6 Armoured Division poured through the pass down the main road to the south and by nightfall on the 10th had reached Hammamet on the east coast. Next day 4 Division swept rapidly round the peninsula, encountering no opposition and demonstrating that no important forces had withdrawn there. On 12th May 6 Armoured Division attacked southwards from Bou Ficha, 56 Division co-operated with shelling from the south and after a brief resistance the enemy raised the white flag. Our encircling ring had joined up and the only enemy still resisting were in isolated pockets to the northwest of Enfidaville.

Up to this time the enemy facing Eighth Army had held their ground and continued to show resistance; indeed, the front had been livelier than ever, for the Germans had greatly increased their artillery fire in order to get rid of as much ammunition as possible. [*Contrary to reports at the time, they were well provided with supplies of all natures.] On the 12th, however, mass surrenders occurred. General Graf von Sponeck, commanding 90 Light Division, surrendered to Lieut.-General Sir Bernard Freyberg of the New Zealand Division, old opponents on many hard-fought fields. General von Arnim, the Army Group Commander, surrendered to the Commanding Officer of 2 Gurkhas. He was brought to my Headquarters at Le Kef, where he still seemed surprised by the suddenness of the disaster. The Italians in the more inaccessible hill-country north of Saouaf held out the longest, and General Messe delayed his surrender until the morning of the 13th; shortly before, he had been informed by radio of his promotion to the rank of Marshal. The troops in general surrendered to anyone they could find willing to accept their surrender. It was an astonishing sight to see long lines of Germans driving themselves, in their own transport or in commandeered horse-carts, westwards in search of prisoner of war cages. Men who had, so short a time before, been fighting like tigers now seemed transformed into a cheerful and docile crowd, resigned to the acceptance of their fate.

The campaign which culminated in the battle of Tunis was noteworthy not only for the fact that it was the first wholly successful campaign against the Axis, the "end of the beginning" in Mr. Churchill's phrase, working up through checks and disappointments to the "battle without a tomorrow." It was remarkable also for the manner of its winning. We had produced in Tunisia a new instrument of victory in the form of the close collaboration between the Allies, a principle which was to be not only a battle-winning but a war-winning factor. The importance and the magnitude of this achievement tend now to be obscured by the fact that this spirit of Allied unity came into being so early and grew so rapidly that it seems to have a character of inevitability which reduces the unique value of its creation The history of previous wars and previous coalitions demonstrates that this is far from being the case. It was not inevitable by any means that British and American troops should show, in the first battle they had fought together since 1918, such a whole hearted spirit of comradeship, nor that British and French, between whom the past three years had thrown many shadows, should recapture once more the same degree of trust and mutual respect which had animated the old alliance. The credit must go to the soldiers of all three nations and in a very large degree to General Eisenhower who by word and example inspired those efforts. My relations with General Eisenhower were of the happiest and I valued them both for personal reasons and from the point of view of the task in hand: he backed me up in every possible way and I knew that I could in all circumstances rely on his complete understanding, sympathy and support.

Besides this co-operation between the three nationalities involved there is also to be noted the degree of co-operation achieved between the three services. The battle of Tunis gave the fullest scope for a demonstration of this, for it was so designed and planned as to enable the Navy and Air Forces to play their full part and produce their full strength simultaneously with the supreme effort of the Army. They held the enemy in the "Tunisian tip" in a stranglehold while the Army finished them off. In this respect also the campaign marked the beginning of a collaboration which was to grow ever stronger until the final victory. The Naval Commander-in-Chief in the Mediterranean was Admiral Cunningham, [*Now Admiral of the Fleet The Viscount Cunningham of Hyndhope, K.T , G.O.B , O.M., D.S.O.] returning to the scene of his former triumphs. Air Chief Marshal Tedder was the Air Officer Commanding-in-Chief The Commander of the Tactical Air Force, Air Marshal Coningham, had established a joint headquarters with me.

We shared the same mess, worked side by side, and had collaborated from the first days of the campaign until the day of final victory. It was thanks to him that the co-operation between the air and ground forces on the battlefield were so close and automatic.

The final victory in Africa was an unusually complete example of the battle of annihilation. Never before had a great army been so totally destroyed. A quarter of a million men laid down their arms in unconditional surrender; six hundred and sixty-three escaped. Immense stocks of arms, ammunition and supplies of all natures were the booty of the victors. Our own casualties in the final battle were less than two thousand men. At 1415 hours on 13th May I sent the following signal to the Prime Minister:

"Sir, it is my duty to report that the Tunisian campaign is over. All enemy resistance has ceased We are masters of the North African shores."


Directive to Commander-in-Chief, Middle East Command.


Special Responsibilities.

1. Your prime and main duty will be to take or destroy at the earliest opportunity, the German and Italian Armies in Libya and Egypt together with all their supplies and establishments.

2. You will discharge or cause to be discharged, the duties enumerated below, without prejudice to the task given in paragraph 1, which is of paramount importance.
General Responsibilities.

3. You will command and be responsible for the administration of all Imperial Land Forces, and such Allied Forces as may be specifically placed under your command in the following territories:-

Palestine and Trans-Jordan.
Syria (west of the Inter-Command boundary).
Iraq (west of the Inter-Command boundary).

Your Eastern boundary (with Persia and Iraq Command) will be:-
Inclusive Malatya-exclusive Siverek-Ras El Ain-inclusive Hasseche-Garat Motteb-thence Syrian-Iraqi Frontier to inclusive Abu Kemal-exclusive Kasr Muhaiwir thence a line due south to Saudi Arabian Frontier-thence exclusive Riyadh-inclusive Saiala.

4. You will also be responsible for the pre-paration of plans, when required, for the employment of land forces in the following territories:-

Italian territories in North Africa.
Turkey (in conjunction with C.-in-C., Persia and Iraq Command).
The Balkan States (Yugoslavia, Roumania, Bulgaria and Greece).
The Islands in the Aegean.
Arabia (in conjunction with C.-in-C., Persia and Iraq Command).

5. Subject to the direction of the Chiefs of Staff and of the War Office in respect of land forces, you are responsible, in conjunction with the Commanders-in-Chief, Mediterranean and Eastern Fleet, and the Air Officer Commanding-in-Chief, Middle East, and C.-in-C., Persia and Iraq, for the co-ordination of the operations of Imperial and Allied Forces under your Command in the territories mentioned in paragraphs 3 and 4 above with those of the Allies of His Majesty's Government.

6. Should you wish to make recommendations regarding the transfer of any formations or units of the land forces between the Middle East and Persia and Iraq Command you will consult the Commander-in-Chief, Persia and Iraq Command, and will, if possible forward an agreed recommendation. No moves between the two Commands will take place without the authority of the War Office.

7. You will be responsible in conjunction with the Air Officer Commanding-in-Chief, Middle East, for the preparation of plans for the employment of land forces in Aden to meet the eventuality of major land operations in or beyond the borders of this Protectorate. In that eventuality you will assume command of the land forces in Aden. This in no way affects the responsibilities of the Air Officer Commanding, British Forces in Aden, for the conduct of purely local operations of a minor character.

8. You are responsible for advising His Majesty's Government as regards their policy towards the armed forces of Egypt Questions relating to those forces will be dealt with through the channel of His Majesty's Repre-sentative in Egypt except where arrangements to the contrary have been agreed upon by all concerned.


Liaison with Service Authorities.

9. In carrying out these tasks, you will, where appropriate, consult and co-operate with the Commanders-in-Chief, Mediterranean and Eastern Fleet, the Commanders-in-Chief, India and Persia and Iraq Command, the General Officers Commanding-in-Chief, East and West Africa and the Air Officer Commanding-in-Chief, Middle East.

Allocation of Air Forces.
10 The allocation of air forces as between Middle East on the one hand and Persia and Iraq on the other will be a matter for the general direction of the Chiefs of Staff.

The temporary reinforcement of one Command at the expense of the other is a matter for the judgment of the Air Officer, Commanding-in-Chief, subject to any directions he may from time to time receive from the Chiefs of Staff or the Air Ministry and to the closest consultation with you, the Minister of State, the Commander-in-Chief, Persia and Iraq, and the Naval Commander-in-Chief, Mediterranean.

Relations with the Air Officer Commanding-in-Chief Middle East during active operations.
11. When you consider that active operations are in prospect, you will, with the approval of the Chiefs of Staff, notify the Air Officer Commanding-in-Chief, Middle East. He will then give you all possible aid.

Liaison with Civil Authorities.
12. You will, either direct through His Majesty's Minister of State or through the General Officers Commanding-in-Chief, as may be appropriate, maintain touch with His Majesty's Representatives in Egypt, Turkey (in conjunction with the Commander-in-Chief, Persia and Iraq Command), the Governor General of the Sudan, the High Commissioner for Palestine and Trans-Jordan, and the Governors of Aden, Cyprus and Malta. You will also maintain touch with Le Commandant en Chef Délégué Général et Plenipotentiaire de la France Libre au Levant, either direct or through His Majesty's Minister of State.


Responsibilities in respect of occupied enemy territories.

13. Political, administrative and legislative authority in occupied enemy territory within your command is vested in you at international law. You should, however, delegate this authority in full to your Chief Political Officer.


Relations with His Majesty's Minister of State.

14. You will refer any question requiring immediate decision by His Majesty's War Cabinet to His Majesty's Minister of State, who has the authority to take such a decision on behalf of His Majesty's War Cabinet should the occasion demand.

It is the responsibility of His Majesty's Minister of State to decide whether, according to the degree of urgency, he will take a decision or refer it to His Majesty's War Cabinet.

15. You will consult His Majesty's Minister of State, where appropriate, on all political questions affecting your command.
(Sgd.) P. J. GRIGG.
The War Office.
13th November, 1942.


17th February, 1943.


Directive to Deputy Commander-in-Chief. To:
General the Honourable Sir H.R.L.G. Alexander, G.C.B.

1. In pursuance of the conclusions reached at the 63rd meeting of the Combined Chiefs of Staff, held on 10th January, 1943, you are appointed Deputy Commander-in-Chief of the Allied Forces in French North Africa. Further, you are appointed Commander of the Group of Armies operating in Tunisia.

2. This appointment takes effect on 10th February, 1943, on which date you will take command of all Allied forward forces engaged in operations in Tunisia. These consist of the British First Army, which exercises command over the United States and French forces operating in Tunisia, the British Eighth Army, and such reserve formations as may be placed under your command.

3. Your mission is the early destruction of all Axis forces in Tunisia.

4. You will establish an Army Group Headquarters initially at Constantine, or other suitable point of your selection.

5. A naval officer from the Staff of C.-in-C., Mediterranean, will be located at your Head-quarters to furnish you with such naval advice and assistance as you may require.

6. An Air Officer Commanding the Tactical Air Force will share your Headquarters and will direct the Air Forces assigned to him for direct support of your Armies to the best advantage of the land operations prescribed by you.

Army support wings will be attached to First and Eighth Armies. The Wing Commanders will act as air advisors to the Army Commanders and will command such Air Forces as may be assigned to them from time to time by the Air Officer Commanding the Tactical Air Force.

7. Responsibility for supply and maintenance of the forces under your command will remain as follows:-
Allied Force H.Q. for First Army (including all United States and French Forces under command) and for any reserves and Air Forces found from Allied Forces.
G.H.Q., Middle East, for Eighth Army and for Air Forces found from R.A.F., Middle East.

8. The rear (Western) boundary of your command will be the line of all-inclusive Zribet El Oued V99-La Meskiana M90-Dj Mesloula No3-Point 1110 No6-St De Nador M89-Boudarouah G80-road Munier H31-Le Tarf H43-Lac Melah H45.

By Command of General EISENHOWER:
Major General, G.S.C., Chief of Staff.
Copies to:
C.-in-C. Mediterranean.
A.O.C.-in-C. Mediterranean.


14th March, 1943.


1. Object.- To destroy the Axis Forces in Tunisia as early as possible.
2. Grouping.- Eighteenth Army Group will directly control : -
Eighth Army, 2 U.S. Corps,
First Army with the French troops (XIX Corps) under command.
3. Sectors - British, French, and American troops will be allotted separate sectors as far as possible under their own commanders.
4. Organisation - Divisions will live, train, and fight as divisions and will not be split up into small groups or combat teams.
5 Specialist Troops, such as parachute troops and commandos, will be withdrawn for rest, refitting, and training, as early as possible.
6. Eighteenth Army Group Reserve:-

6 Armoured Division
One British Infantry Division 9 Corps.
9 Corps troops
1 Parachute Brigade.
1 and 6 Commandos.
9 Corps will carry out intensive training for offensive operations under Commander 9 Corps.

7. Local Reserves. Corps sectors must aim at having the equivalent of one infantry division or one armoured division in Corps reserve.

8. Armour. - Tanks will be withdrawn from the front line and grouped as local reserves for the counter-attack role.

9. Firm Bases. - Key positions will be pre-pared and held strongly as firm bases, and pivots, well supported by artillery and tanks. Areas between these firm bases will be carefully patrolled and watched. Enemy penetration into these gaps in small numbers will be dealt with by local reserves. Enemy penetration in strength will be dealt with by Corps reserves.

10. The front will at present be held defensively but in an offensive spirit with active patrolling and minor operations undertaken to improve positions, train units, and keep the initiative over the enemy.

11. Training. - Intensive training in tactics and the use of weapons will be undertaken by all troops, both in and out of the line, with a view to future offensive operations. Attention is called to "Tactical and Training Notes" issued down to Company and equivalent commanders.

12. Morale. - Everything possible will be done to raise the morale and fighting spirit of the troops to the highest pitch.

13. Administrative. - Everything possible will be done to build up reserves of material and supplies for future offensive operations.
14. Air Forces. - The Air Force organisation will be parallel to that of the land forces. The policy is to reorganise the air forces so that the Tactical Air Force H.Q. will control balanced formations linked with the operational Armies and Corps comprising Eighteenth Army Group.

15. Develop the hitting power of the air-forces in Tunisia by the creation of a tactical bomber force for operation in the battle area.

16. Co-ordinate the operations of all formations comprising the Tactical Air Force and ensure maximum flexibility and mutual support of one another.

17. To provide airfield and supply resources. which will enable the maximum air striking, force to be used where it is most needed.

18. To ensure co-ordination with external air forces whereby the strategic air-commands and Malta units may be brought into the approved plan.

19. Whilst doing everything possible in the Tunisian land battles to prepare the most effective operations to prevent a successful enemy evacuation from Africa.

20. To build up the Tactical Air Forces to the highest possible operational standard for any tasks that may be required after completion of the African fighting.
Commander, Eighteenth Army Group.

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