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24th May and 25th May, 1940

On the 24th of May there seemed at first to be a lull in the gathering storm. The enemy, following up our retirement from the Escaut to the French frontier, made contact along the whole position but was not yet in the necessary strength for a serious attack. The four British divisions on what has up to now been regarded as our main front were chiefly occupied in strengthening defences and in active patrolling. Enemy bombers were indeed busy behind the line and Armentières and Kemmel suffered heavy and repeated attacks. British artillery, in turn, put down harassing fire to interrupt German movements, but ammunition was running short and restrictive orders were issued, though later in the day two trains loaded with ammunition and engineer stores were found near Lille. Enemy patrols, captured dead or alive, provided identifications of a number of German units, but on the British side only the 3rd Division engaged in any offensive action. This took the form of a reconnaissance in force by the 8th Brigade. It was ordered to start at seven o'clock in the evening was was to be completed by nine-thirty. Each of the three battalions of the brigade, 1st Suffolk, 4th Royal Berkshire, and 2nd East Yorkshire was to find two companies. They were to advance north-east of Wattrelos to a railway line about 1,000 yards in front of our forward positions, to clean up any enemy in the intervening area, and to return. Machine guns of the 2nd Middlesex were to give flank protection. The right battalion found the enemy established in some strength, were unable to get far forward, and suffered considerable casualties; the centre battalion got further and suffered less; the left battalion reached their objective with little opposition. One enemy unit was identified and the troops withdrew to the original brigade position. Nine officers had been wounded, of whom three were missing. Of other ranks four were killed, four missing and ninety-seven were wounded; five carriers were lost.[2] It is not clear that any good purpose was served by this somewhat expensive sortie.

The 4th Division, holding the left or northernmost sector of the British front, had a more anxious day. Mobile troops were seen to be moving in some strength, but their objective proved to be the Belgian front on our left flank.[3] A four-division attack on the Courtai sector of the Belgian-held Lus which Bock had ordered had in fact


begun. By four o'clock in the afternoon the enemy had crossed the Lys between Wijk and Courtrai, and by nightfall the Belgians had been forced back to the line Menin–Moorseele–Winkel St Eloi. The German attack did not extend as far south as the 4th Division's left, but this flank was becoming dangerously exposed and would be completely uncovered if the Belgians retired further. Steps were accordingly taken to strengthen the flank by moving up a machine-gun battalion (the 1st/7th Middlesex) and an anti-tank battery (99th Battery, 20th Anti-Tank Regiment) from the 3rd Division.[4] The rest of the eastern front had an uneventful day.

Meanwhile our second front, the Canal Line facing west and south, had now assumed equal importance. Boulogne was on the point of falling and Calais was closely invested. The enemy now had four armoured divisions, two motorised S.S. divisions and an armoured reconnaissance unit deployed on the canal front and between St Omer and Robecq he had a fair-sized bridgehead on the eastern bank.[5]

It would hardly be possible to give a comprehensible picture of the British defences if all the troops which composed its improvised forces and all their frequent changes and movements were shown in detail. But a broad outline can be drawn with a few details added to illustrate and explain the course of events.

In Usherforce sector, in the north, the 6th Green Howards and detachments of the 3rd Searchlight Regiment, who guarded the bridges at Gravelines and for three miles to the south, held off all attempts by the German 1st Armoured Division to seize the bridges, till they were relieved during the day by French infantry and artillery.[6] At St Pierre Brouck a detachment of the 1st Super-Heavy Battery, fighting as infantry, held off for several hours other troops of the German 1st Armoured Division which began their attacks on the bridge at dawn; but the gunners were forced back late in the morning. Another party of gunners—of the 3rd Super-Heavy Battery—held the crossing at Watten against a German armoured reconnaissance battalion till they were relived late in the day by French infantry.[7] The 52nd Heavy Regiment similarly fought as infantry at St Momelin until French troops releived them on the night of the 25th. Usherforce then withdrew to Bergues to strengthen the French garrison there. From St Omer southwards to Raches Polforce was in command, with Woodforce holding Hazebrouck. Macforce was already moving up to strengthen the defence where the enemy were across the canal between St Omer and the Forest of Nieppe.[8] The divisions now being freed from the main eastern front (2nd, 44th and 48th) were to take over the defence of the Canal Line as soon as possible.

It was where the Germans had got across the Canal Line on the


previous day, from St Omer to the south of Aire, that the most dangerous position developed. Here, though there was to be no general advance, the leading troops of the two German armoured divisions and a motorised S.S. division sought to expand and consolidate the foothold they have gained on the east of the canal, while our skeleton forces did their best to hold them back.[9] At daybreak patrols of the 5th Inniskilling Dragoon Guards were at Blaringhem, Boeseghem and Thiennes with a detachment covering Morbecque in rear. About eleven o'clock in the morning thirty enemy tanks moved round their flank from the direction of Lynde. Tanks had been seen near Hazebrouck at about seven o'clock and later in the morning a mixed column advanced from St Omer towards the town. A counter-attack by the Inniskilling Dragoon Guards brought a vigorous reply from the enemy's stronger forces and our cavalry were forced back to Morbecque. Later in this day the defence there was reinforced by the 4th/7th Dragoon Guards and a squadron o the 13th/18th Hussars and with the help of machine guns of the 9th Royal Northumberland Fusiliers and infantry of Don Details (page 123) the enemy were stopped.[10] But there were as yet no troops who could drive back the units of the enemy's armoured and motorised divisions, and these were now in possession of the ground between the forests of Clairmarais and Nieppe and had strong parties in both. Hazebrouck and Cassel were in great peril.

Macforce, covered by the 1st Light Armoured Reconnaissance Brigade, arrived in teh area during the morning and formed a close perimeter defence of Cassel, while 137th Brigade headquarters took up positions between Hazebrouck and Morbecque.[11] In the Polforce sector between Thiennes and Robecq a French unit which had been holding the canal was withdrawn, leaving a gap in the defence which there were no troops to fill. Here elements of a German motorised division—the S.S. Verfügungs (or general service) Division—had crossed unopposed and had advanced to St Venant and the 2nd/5th West Yorkshire on the canal from Robecq to Hinges had moved companies back to Calonne and St Floris, to hold the flank of this enemy salient.

South of Hinges, through Béthune and La Bassée to Raches, all the enemy's efforts to cross the canal were repelled. In particular he made determined and costly attempts to cross in the sector held by the 25th Brigade, but the 1st Royal Irish Fusiliers defeated the most serious attack and elsewhere the enemy was no more successful.

South-west of Raches the French First Army blocked every attempts by the enemy to advance between the two British fronts.

Twice during the morning and again in the afternoon and early evening Blenheims of No. 2 Group attacked enemy columns, our reconnaissance aircraft having noted long columns of his vehicles


moving towards the canal in the St Omer area. Just before dark twenty-four Blenheims made a further attack. The rest of the day's reconnaissance and bomber operations, which involved 105 sorties by aircraft of No. 2 Group and Swordfish of Coastal Command, were in the Calais–Boulogne area and the country inland through which the German divisions were advancing northwards and against the Canal Line. Fighter Command again made a big effort in the same area; about twenty offensive fighter patrols, mostly of squadron strength, had some stiff fighting and shot down a number of enemy aircraft.[13]

While the German troops under Rundstedt thus sought to consolidate and enlarge their bridgehead south of St Omer and, if possible, to win bridgeheads at other points on the Canal Line, there was no major attack nor any large-scale effort to break through our defence on this flank. Why was this? Partly it was due to the fact that though Arras had been evacuated the 5th Division fought a rearguard action back to the Canal Line; the high ground north of Arras to which the German Command attached such importance was not wholly and finally occupied till late in the day.[14] But Rundstedt's hesitation is more fully explained by other considerations.

A study of the War Diaries shows that the situation as Rundstedt saw it on the evening of the 23rd may be summarised as follows:

  1. The possibility of concerted action by Allied forces in the north and French forces south of the Somme had to be reckoned with.
  2. It was of vital importance to close up the mobile formations as well as to consolidate the German northern flank. British and French attacks about Arras and Cambrai had underlined this need.
  3. The XIX Corps having so far failed to take Boulogne and Calais, and the defence of the Somme flank not yet being secure, the advanced units of Kleist and Hoth Groups should deny the Canal Line to the enemy but should not cross it.[15]

About six o'clock on the evening of the 23rd a directive in this sense was given by Army Group A to the Fourth Army, who in turn ordered that 'in the main Hoth Group will halt tomorrow; Kleist Group will also halt, thereby clarifying the situation and closing up'.1[16]

About eighteen hours after Rundstedt had given Kluge his directive—that is at about 11.30 on the morning of the 24th—Hitler visited Rundstedt at his headquarters. 'He agreed entirely with the view that east of Arras an attack had to be made with infantry, while the mobile forces could be halted on the line reached—Lens–Béthune–Aire–St Omer–Gravelines—in order to intercept the enemy under pressure from Army Group B. He emphasised this view by insisting that


it was in any case necessary to conserve the armoured forces for future operations and that any further compression of the ring encircling the enemy could only have the highly undesirable result of restricting the activities of the Luftwaffe.'2[17]. Thus it is clear that the decision to halt the armour on the Canal Line on the 24th (taken on the day before Hitler arrived and endorsed it) was originally Rundstedt's decision. But after Hitler had left, Rundstedt issued a directive which read: 'By the Führer's orders … the general line Lens–Béthune–Aire–St Omer–Gravelines (Canal Line) will not be passed.'3[18] The armoured divisions were to close up to the canal and use the day as far as practicable for repairs and maintenance. This hold-up puzzled divisional commanders straining to get forward, and their war diaries show how disappointed they were by 'The Führer's orders' to halt. They were to quote this years later, as an instance of Hitler's interference with the conduct of the campaign—for so it must have appeared to the mat the time. 'By the Führer's orders' was all they could know of the origin of this decision; but Rundstedt and Hitler knew the true facts, and, while Hitler was only too anxious to appear as the director of operations, Rundstedy saw that if he was to get his own way when it differed from the intentions of O.K.H. he must make it appear that what he did was 'by the Führer's orders'. This and cognate questions are more fully discussed in the Supplement on the 'Planning and Conduct of the German Campaign'.

The absence of any major attack no the 24th enabled progress to be made in the adjustment of our forces which recent operations—and especially the development of a western front—had made urgently necessary. During the day General Headquarters issued an 'Operation Instruction; defining changes to be made.[19] This provided for the abolition of improvised forces, which could now be replaced by divisions freed from the eastern front. From three o'clock in the morning of the 25h (when the Instruction was to take effect) Frankforce, Petrefore, Polforce and Macforce were abolished.

Some of the moves involved could not be completed till the following day (the 25th) but thereafter, whilst I and II Corps would still hold the British sector of the frontier line facing east, III Corps would be responsible for the defence of the Canal Line. But before the Instruction could be wholly carried out it was modified. Now III Corps, comprising the 5th and 50th Divisions and the 1st Army Tank Brigade, was relived of responsibility for the Canal Line and ordered to concentrate on preparation for the Anglo-French counter-attack planned to begin on the 26th. Defence of the canal front by 2nd, 44th and 46th Divisions was put under command of


Major-General T. R. Eastwood, who at this time was on General Headquarters Staff.[20]

Moreover, later in the day 48th Division, less one brigade, was ordered first to send a brigade to take over the defence of Cassel and then t move to the Dunkirk area with responsibility for strengthening the defence of Bergues, Wromhoudy, Cassel and Hazebrouck.[21] For the enemy held a small bridgehead across the canal at St Pierre Brouck, now in the French sector, and in their other bridgehead on our front advanced elements had penetrated to Cassel, Hazebrouck, Nieppe Forest, St Venant and Robecq. Only from Robecq, by Béthune and La Bassée to Raches, was the Canal Line still in our hands in spite of enemy pressure against it. Thus when these moves were completed responsibility would be distributed as follows:

    The main frontier line facing east:
I Corps (1st and 42nd Divisions ) and II Corps (3rd and 4th Divisions).

    The Bergues–Cassel–Hazebrouck Area:
The 48th Division (less the 143rd Brigade).

    The Area South of Hazebrouck:
The 44th Division (with troops in the area taken over from Polforce).

    St Venant–Robecq–La Bassée front:
The 2nd Division (with the 25th Brigade from Polforce).

    The Canal Line from La Bassée to Raches:
The 46th Division (now only 139th Brigade and troops attached from other formations).

    For the Anglo-French attack southwards on May the 26:
III Corps (5th and 50th Divisions and 1st Army Tank Brigade which was now reduced to a composite 4th/7th Royal Tank Regiment).[22]

The French First Army still held its position between Raches and the British sector of the frontier line. Other French troops now held the northern sector of the Canal Line from the sea to Gravelines to St Momelin.

There were other consequential changes to complete this tidying-up process. The allotment of artillery was adjusted, and, of the armoured formations, the 1st Light Armoured Reconnaissance Brigade (East Riding Yeomanry and the Fife and Forfar Yeomanry) was to join the 44th Division; the remaining units of the 2nd Light Armoured Reconnaissance Brigade (now a composite regiment of the 5th Inniskilling Dragoon Guards, the 15th/19th Hussars and the 4th/7th Dragoon Guards) would go to the 2nd Division. The 13th/18th Hussars, the 12th Lancers, and the 1st Welsh Guards were to be held in G.H.Q. reserve.[23]

This inevitably complex account of the main regrouping ordered may nevertheless convey an over-simplified impression of what was


involved. The British Expeditionary Force and the French First Army were now confined to a long promontory stretching southwards from the coast for some seventy miles, at the widest point only twenty-five miles across and at the narrowest only thirteen. Against it flooded a rising tide of German forces. Within its cramped area large bodies of troops were required to move for longer or shorter distances, often by roads already filled by pitiful streams of refugees trudging hopelessly northwards, unshepherded and unregarded, hungry, hampered by their belongings, harried by those who sought to clear the way for troops, bombed at intervals by enemy aircraft; by parties of men who had been separated from their units in the stress of fighting and were now seeking to rejoin formations which were themselves on the move and hard to trace; by French troops going south to join the First Army or north towards the coast mostly with horse-drawn transport; and by supply columns of both armies on several fronts. The planned system of communications was disordered. Supplies were hard to come by and harder to distribute when there was no time to organise the normal means of distribution. The wonder is not that some things went wrong, but that so much went comparatively well.

During the 24th copies of various telegrams from General Weygand to General Blanchard were received at Lord Gort's Command Post. These urged the 'continuance' of the offensive movement southwards to effect a junction with the French forces there and reported preliminary moves for a complementary attack northwards by French forces south of the Somme.[24] Early on the 25th, Lieutenant-General Sir Ronald Adam (commanding III Corps) and General René Altmayer (commanding V Corps of the French First Army) completed their plan for the attack southwards and some preliminary reconnaissance was carried out:

The final plan was for a counter-attack with three French and two British divisions under the command of General Altmayer. As a first stage, on the evening of 26th May, bridgeheads were to be established south of the Scarpe, and the main attack was to start the following morning, with the objective Plouvain–Marquion–Cambrai. Sir Ronald Adam with three divisions (two British and one French) was to advance east of the Canal du Nord and General Altmayer with two French divisions to the west of the Canal du Nord, his right being covered by the French Cavalry Corps.4

But while these preparations were being pushed forward Lord Gort received copies of telegrams which had been passing at the higher level on the 24th:

Monsieur Reynaud to Prime Minister begins: You telegraphed me


this morning that you had given orders to Gort to persevere in execution of Weygand's plan. General Weygand, however, informations me, according to a telegram from General Blanchard and contrary to formal orders confirmed this morning by General Weygand that the British Army has decided and carried out a withdrawal forty kilometres in the direction of the ports at a moment when our forces from the south were gaining ground towards the north to join up with the Allied Armies of the North. This withdrawal has naturally obliged General Weygand to modify his whole plan. He is now compelled to give up his attempt to close the breach and establish a continuous front.

It is unnecessary to emphasise the gravity of the consequences which may results.[25]

On this it may be remarked that the British Army had not 'carried out a withdrawal forty kilometres in the direction of the ports'; only two divisions had withdrawn from the Arras salient to the Canal Line, twenty-five kilometres away. And the withdrawal was not 'contrary to formal orders', for the British commander had never had any orders to hold the Arras salient. It was also incorrect to say that 'our forces from the south were gaining ground towards the north'. They had made no real progress, and the enemy held the Somme line in force and had strong bridgeheads across the river. To this inaccurate telegram the Prime Minister replied:

We have every reason to believe that Gort is still persevering in southward move. All we know is that he has been forced by the pressure on his western flank, and to keep communication with Dunkirk for indispensable supplies, to place parts of two divisions between himself and the increasing pressure of the German armoured forces, which in apparently irresistible strength have successfully captured Abbeville and Boulogne, are menacing Calais and Dunkirk, and which have taken St Omer. How can he move southward and disengage his northern front unless he throws out this shield with his right hand. Nothing in the movements of the B.E.F. of which we are aware can be any excuse for the abandonment of the strong pressure of your northward move across the Somme, which we trust will develop …

Should I become aware that extreme pressure of events has compelled any departure from the plan agreed, I shall immediately inform you … You must understand that having waited for the southward move for a week after it became obvious, we find ourselves now ripped from the coast, by the mass of the enemy's armoured vehicles. We therefore have no choice but to continue the southward move, using such flank guard protection to the westward as is necessary …[26]

But General Weygand had other information. He knew from General Blanchard's liaison officer the state and situation of the French First


Army and he knew (as Lord Gort did not know) that the complementary attack from the south would not now materialise. For General Besson, who was to command it, had seen in the withdrawal from Arras to cover for his own inability to mount the necessary forces and had telephoned to General Weygand: 'The First Group of Armies has had to withdraw to the north and the enemy is being reinforced in front of us. The offensive operation cannot therefore be considered for the time being.'5 The First Group of Armies had not in fact withdrawn at this time; the French front between Douai and Valenciennes had not moved; the distance between French forecs north and south of the gap was unchanged; only the British Frankforce had been withdrawn from the Arras salient and was now preparing, in agreement with General René Altmayer, to attack southwards on the 26th.

Commandant Pierre Lyet sums up what happened in the French Command on this day: 'While General Blanchard reported the difficulties of the proposed operation, General Weygand saw it as impossible, and General Besson ordered its abandonment.'6

But though M. Reynaud's telegram to the Prime Minister had said that General Weygand was 'compelled to give up his attempt to close the breach', the latter's reply to General Blanchard had been less definite. 'You are the sole judge of what decisions are to be taken in order to save what is possible and before all the honour of the colours of which you are the guardian'7 and, earlier, 'if the withdrawal on the Haute Deule [from Arras] makes the operation [that is, the Franco-British attack southwards] impossible, try to set up a bridgehead as wide as possible covering Dunkirk'.8 On this General Blanchard did not at once decide that the Franco-British operation was impossible; on the contrary he left III Corps and the French V Corps to continue preparations for it.

It is well to avoid the needless reopening of old sores or exposure of forgotten disagreement between allies, but this account of the campaign would be incomplete if it took no cognisance of the relations between commanders, for those bore directly on the conduct of operations. Full allowance must be made fir differences in language, training, and technique of French and British staffs. But the very existence of such differences lent special importance to the coordination of orders. Lord Gort was in an extremely difficult position. It must be remembered that he was responsible to his own Government for the troops committed to his command, but he served under the orders, first of the French Supreme Commander;


second, of the Commander-in-Chief of the Armies of the North-East, General Georges; and third, in the First Group of Armies, under the command of General Billotte (later, General Blanchard). The manner ni which the coordinating function entrusted to General Billotte was exercised necessarily determined the effectiveness of the High Command's orders. So far as the British Expeditionary Force was concerned, all depended on the third link in the rather cumbrous chain of command.

General Billotte moved slowly and gave few orders. There were days on end when Lord Gort heard nothing from him; more than once in a critical situation he had to be asked for instructions or for the endorsement of a course of action proposed. Knowing little of his intentions, Lord Gort lost confidence in the French general's ability to grasp quickly the significance of a situation, to forecast the enemy's next move, and above all, to issue prompt and practical orders to counter it. After General Billotte's accident, three most critical days were allowed to pass before (on May the 24th) General Blanchard was officially put in command of the French First Group of Armies and General Prioux succeeded him in command of the French First Army. And when on that day Lord Gort conferred with General Blanchard the latter had to send an officer to Paris for directions. It never occurred to Lord Gort to question the intentions or good faith of the French commanders, but by now he had been led seriously to distrust their capacity to control a swiftly changing situation or make effective riposte to the enemy's thrusts.

On the other hand, the French High Command did not appear to question Lord Gort's capacity. General Weygand said of him after the war 'one thing is certain: whatever he may personally thought of our plan, he was the first who was ready to take the offensive, and from the very beginning proved himself to be a most energetic leader.'9 He was indeed left to carry on from day to day without fresh instructions though the situation changed almost from hour to hour. But the French Command seems to have distrusted alike his intentions and his good faith. Thus, speaking of the Ypres meeting, General Weygand says that the fact that there were subsequent differences of opinion between Lord Gort and the French general 'inclined us to draw what seemed to be the only possible conclusion—namely that the former had purposely abstained from coming to the Ypres conference'.10 Had General Weygand not distrusted the intentions of the British Commander-in-Chief, such an imputation would never have occurred to him; on the contrary he would have assumed that there must be some good reason for Lord Gort's non-appearance. He might even have drawn the obvious and


true conclusion that his own staff had omitted to notify Lord Gort of the time and place of meeting and that the preliminary warning sent through the Howard-Vyse Mission had failed to meet him. For at that time General Weygand himself says that he could no communicate with his own commander, General Billotte, except through Belgian Headquarters; and though he flew north for the meeting he could only get back by traveling round the coast in a destroyer. When communications were so difficult, the failure of a message to reach Lord Gort was at least a possible explanation.

One other instance must be quoted, for it shows how French distrust of Lord Gort's good faith bore on operations. When, on May the 19th the Arras counter-attack was first proposed by Lord Gort, he told General Billotte that the moment seemed ripe for a constructive offensive plan and in order to form a reserve for this purpose asked that fresh British divisions on th Escaut should be relieved by tired French divisions.[27] General Georges' Chief of Staff says that this made the Staff of the French First Group of Armies (that is General Billotte's Staff) think that the request was a cover for plans to evacuate.11 This state of distrust may explain why the French High Command would never disclose any detailed information in regard to French forces and their dispositions. At no time either before or during active operations could Lord Gort or the British Government get such information except in general terms. In the field British and French officers worked in happy accord; but on the high level absence of mutual trust weakened Allied collaboration when every ounce of strength was needed and increased the unhappiness of those unhappy days.

The changes in the over-all command of the British divisions moving up to defend the western or canal front had no immediate effect on the operations of May the 25th—or indeed subsequently. The situation there was becoming so fluid, so many formations were on the move, and administration had become so largely a matter of divisional initiative and unit enterprise, that from now on divisional commanders had largely to exercise their own initiative, basing decisions on their knowledge of the Commander-in-Chief's intentions rather than on any specific instructions. Thus, on his arrival at Dunkirk on the 25th, Major-General A. F. A. N. Thorne (48th Division) found that the French general in command of the local defences of Dunkirk felt that the port and its immediate neighbourhood were adequately protected by French troops. Accordingly General Thorne placed the 144th Brigade at Wormhoudt and the 145th at Cassel and Hazebrouk. The 44th Division was moving up on his left and the 2nd Division with the 25th Brigade and the 46th Division (less the


137th and 138th Brigades) would complete the front to Raches where the French First Army extended the front to the east.

For the most part the enemy remained comparatively quiet during the 25th on this front. German tanks in the neighbourhood of Aire penetrated at one time to within a few miles of Merville, but these were knocked out by artillery fire, and when the 2nd Division arrived, the 6th Brigade established our positions between Tannay and Robecq, turning the enemy out of St Venant and rebuilding the brigade there which had been destroyed.[29] Small bodies of German infantry managed to cross the canal on either side of Béthune, but there was no serious attack and by nightfall the defence of this front was considerably stronger. 

On the eastern front, too, there was no serious attack during the 25th against the British sector. Considerable shelling and aerial bombardment of the rearward areas of both fronts were maintained all day, doubtless as a softening-up process before resumption of the general attack.

But throughout the day messages in regard to the Belgian front grew more and more disquieting. The first was sent by the Needham Mission at Belgian Headquarters half an hour after midnight of the 24th and reached General Headquarters early in the morning.

It read:

Position serious Belgian front between Menin and canal junction N.W. of Desselgham … Enemy penetration on this front everywhere exceeds one mile. Belgians are NOT repeat NOT counter-attacking this morning but may later in day ….[30]

At half past six the 12th Lancers were ordered to watch the left flank of II Corps north of the River Lys and to get into touch with the Belgian forces on the Halluin–Ypres area. By nine-forty that morning (25th) the Lancers made contact with the enemy near Lendelede and touch was established with II Corps south of the Lys Canal and with the Belgians near Iseghem. They found that Courtrai was still held, but the enemy had crossed the canal near Harlebeke and were advancing westwards on the north bank; enemy infantry were also met in Moorseele.[31]

Meanwhile a further report had come in from the Needham Mission:

Heavy German attack developing against Belgian 4 Corps front east and west Courtrai. Enemy report captured Lendelede …[32]

A liaison officer sent from Lord Gort's Command Post to Belgian Headquarters confirmed the seriousness of the situation and reported urgent appeals from Belgian Headquarters for Britis air cover.

The records of fighter action on this day are somewhat meagre.


Some patrols were flown over 'the Lille–Ypres area' from the 151 sorties that day, but our fighters working from England could not maintain a sufficiently consistent cover to prevent the Germans bombing practically at will. And although a bombing attack was made (by twenty-four Blenheims of No. 2 Group with fighter protection) against pontoon bridges over the Lys in the Courtrai area, the attack was not delivered until about five o'clock in the afternoon. The bombing programme of the night before (24th) had been arranged in response to French requests that enemy communications at various distances from the battlefield should be attacked. Forty-one Battles of the Advanced Air Striking Force attacked the Meuse crossings; aircraft went for road communications in advance of the main British front and in the 'gap' to the south, and attacked a number of important railways. Coastal Command aircraft also made a number of attacks. In all 108 bombers were employed and none was lost.[33]

About seven o'clock in the morning of the 25th General Sir John Dill had arrived at Advanced General Headquarters from England to discuss the situation with Lord Gort. Shortly afterwards General Blanchard and his Chief of Staff also arrived, and there was a full discussion of plans for the forthcoming Franco-British attack southwards.[34] General Blanchard confirmed the arrangement that two or three French divisions, supported by 200 tanks, would cooperate with General Sir Ronald Adam's 5th and 50th Divisions. Thus at this point General Blanchard did not regard the withdrawal from Arras as having made the proposed operation impossible or the 'difficulties' which he had reported to General Weygand as insuperable.

Sir John Dill reported these discussions to the Prime Minister:

Have just seen Gort. There is NO blinking the seriousness of situation in northern area. B.E.F. is now holding front of eighty-seven (87) miles with seven divs. which are being used as stops on bridges. Line runs Dunkirk St Omer Aire Bethune Carvin Raches then French First Army holds Denain–St Amand–Bourghelles here B.E.F. takes up line of original frontier defences to Halluin where Belgians continue line along Lys to Ghent, two B.E.F. divs in reserve preparing attack in conjunction French for evening 26. Germans in contact along whole front and are reported to have penetrated Belgian line north-east of Courtrai yesterday evening. In above circumstances attack referred to above cannot be important affair … General Blanchard just arrived …[35]

And later:

Since seeing Blanchard I understand attack being planned on wider front preliminary operations only on date in my telegram


main attack next day. Blanchard realises fully how much depends on operation but regards attack south as principal offensive …[36]

The fact that, according to M. Reynaud's telegram of the day before; General Weygand then felt compelled to give up his attempt to close the breach does not seem to have been made known, yet, to General Blanchard.

Throughout the day Lieut.-General A. F. Brooke, commanding the British II Corps, urged the importance of strengthening our left flank to cover the gap that was opening towards Ypres,[37] for German plans captured by the 3rd Division confirmed the seriousness of the attack that was beginning.

An enterprising patrol had attacked and set fire to a German staff car adventuring too near the divisional front. The driver was killed but the passenger ran off and escaped. He was Lieutenant-General Kinzel, the German Commander-in-Chief's liaison officer with Army Group B, and he left behind him in his haste to escape two most valuable papers.[38] The first bore the very highest classification for military security—only four copies had been issued to be taken forward. It contained the German 'Order of Battle and Commands' on May the 1st, 1940, and gave particulars of army groups, armies, corps and divisions, with their commanders chiefs of staff. A few pages were missing; apart from these it gave the War Office for the first time an authoritative picture of the German Army, a grasp of its composition which was never subsequently lost.

The second of the captured documents was of even more immediate importance to Lord Gort and General Brooke. It was the German Sixth Army's orders for the attack which had begun that morning. It showed in particular that IX Corps had been ordered to attack towards Ypres and the VI Corps towards Wytschaete five miles further south. General Brooke's anxiety to cover the gap which the Belgian retirement had opened was indeed justified for he knew now that the enemy were attacking there with two corps to his one.

At about half past six in the evening the Needham Mission at Belgian Headquarters reported:

German attack 1700 hours today drove back Belgian right to Gheluwe. Gap exists between Gheluwe and Lys which Belgians cannot close. Last reserves used already …[39]

Quarter of an hour later came another message:

Belgians now taking inclusive Gheluwe and Zonnebeke as right boundary with British . They have no troops west of this line … Belgians especially anxious about gap between Gheluwe and Lys.[40]

But at six o'clock Lord Gort had already taken what was perhaps his most fateful action during the whole campaign. Without waiting


to ask authority from the French commander he ordered the 5th and 50th Divisions to abandoned preparations for the attack southwards on the 26th and to move at once to the threatening gap between the British and Belgian armies.[41]

By doing so he saved the British Expeditionary Force. For the gap developing between Menin and Ypres was closed only in the nick of time; had the 50th and 50th Divisions arrived  but a few hours later they would have been too late. Bock would have secured his break-through and the British Army would have been separated from the sea and surrounded. The reasoning by which Lord Gort explained his action subsequently is set out in his despatch:

By 6 p.m. that night (25th May) I was convinced that the steps I had taken to secure my left flank would prove insufficient to meet the growing danger in the north.

The patter of the enemy pincer attack was becoming clearer. One movement from the south-west on Dunkirk had already developed and was being held; the counterpart was now being developed on the Belgian front.

The gap between the British left and the Belgian right, which had been threatening the whole day, might at any time become impossible to close: were this to happen, my last hope of reaching the coast would be gone. At the time, it will be recalled, I had no reserves beyond a single cavalry regiment, and the two divisions (5th and 50th) already earmarked for the attack southwards.

The French First Army, which was not affected in the same way as the B.E.F. by the situation which was developing on the Belgian Front, had, it will be remembered, agreed to provide three divisions and the Cavalry Corps for this attack. Therefore, even if no British divisions could be made available, the possibility of carrying out the operation would not be entirely precluded. I did realise however that the French were unlikely to take the offensive unless British support was forthcoming.

Even so, however, the situation on my northern flank was deteriorating so rapidly that I was convinced that there was no alternative but to occupy, as quickly as troops could be made available the line of the Ypres–Comines canal and the positions covering Ypres.12

These considerations were in Lord Gort's mind, but when giving his decision to his Chief of Staff he did not stop to express them; he said, simply, he had a 'hunch' that calamity threatened in the north-east and only instant action could avert it.[42] Then, having given his orders, he communicated his decision to the Headquarters of the French First Group of Armies.

The War Diary of the German Army Group B records that where the Belgian hold on the Lys had been broken the attack was to be


continued in the general direction of Ypres. As a preparation the heavy artillery was ordered to put down 'vigorous harassing fire' during the night on the roads and exits of Lille, Armentières, Warneton and Ypres. The army involved (the Sixth) was strengthened by the addition of a new corps (X); and one of the attacking corps (IV) by the addition of another division, the 61st.[43]

On the other hand, war diaries of formations engaged on the canal front again illustrate Rundstedt's desire to husband his armoured divisions for the second phase of the campaign (Operation Red), with the preparation for which he was now largely preoccupied. Very early on the 25th he received a new O.K.H. instruction from the Operations Branch of the General Staff authorising the resumption of the attack on the canal front. Across this order was written and initialed by Blumentritt, Rundstedt's Operations Office: 'By order of the C.-in-C. [Rundstedt] and the Chief of Staff, not passed on to Fourth Army, as the Führer has delegated control to the C.-in-C. of the Army Group.'13 This disregard of the O.K.H. authority is recorded in Army Group A War Diary with the added comment: 'The C.-in-C. [of the Army Group] … considered that, even if their further advance is extremely desirable, it is in any case urgently necessary for the motorised groups to close up'.14[45] It may perhaps be assumed that Rundstedt's decision not at once to renew the attack was notified to O.K.H., who may in turn have reported it to Hitler. The diary does not say, but records that during the morning of the 25th 'the Führer's orders' of the day before, confirming Rundstedt's decision to hold his armour on the Canal Line, were repeated by telephone, and these were passed on to the German Fourth Army.

By the Führer's orders … the north-western wing (Hoth and Kleist Groups) will hold the favourable defensive line Lens–Béthune–Aire–St Omer–Gravelines, and allow the enemy to attack it. This line may only be crossed on express instructions from Army Group headquarters. The principal thing now is to husband the armoured formations for later and more important tasks.15[46]

In the course of that afternoon the German Fourth Army reported that the attack of their right wing against the French First Army 'had failed to make ground against very tenacious enemy resistance',16[47] and by the evening:

The attack of the Fourth Army, its eastern flank still held facing Valenciennes, Denain, and the river line to the south-west, had


advanced in the centre to the line. Henin–Lietard–Lens [that is to say, the Arras withdrawl had been followed up]. The motorised groups remained—as ordered—along the canal and had closed up.17[48]

The day's entry concludes with the remark: 'The task of Army Group A can be considered to have been completed in the mani',18[49] a view which further explains Rundstedt's reluctance to employ his armoured divisions in the final clearing-up stage of this first phase of the campaign. Their losses had already been heavy. The Kleist Group reported on the 23rd that their tank casualties amounted to over fifty percent.[50] The War Diary of the XXXIX Corps in the Hoth Group, which then comprised the 5th and 7th Armoured and the 20th Motorised Divisions, notes on May the 24th: 'Casualties for each armoured division, approximately 50 officers and 1,500 N.C.O.s and men, killed or wounded; armour, approximately 30 percent. Owing to frequent encounters with enemy tanks, weapon losses are heavy—particularly machine guns in the infantry regiments'.19[51] If other armoured divisions had suffered comparable losses there was therefore good reason to save them now for Operation Red. On May the 25th, while advanced units of the 1st, 3rd, 4th, 6th, 7th and 8th Armoured Divisions were facing the Canal Line defences, the 2nd was still occupied at Boulogne and the 10th was engaged in trying to take Calais.[52] It will be well to see what was happening at these Channel ports before continuing the main story.

As noted in the previous chapter a reproduction of a German situation map for the evening of May the 24th will be found inside the back cover.


Contents  *  Previous Chapter (VIII)  *  Next Chapter (X)


1 See Appendix II, p. 383.

2 See Appendix II, p. 383.

3 Ibid.

4 Lord Gort's Despatches p. 5922.

5 Lyet, p. 98. See Appendix II, p. 383.

6 Ibid.

7 Ibid., p. 99. See Appendix II, p. 384.

8 Ibid, p. 97. See Appendix II, p. 384.

9 Weygand, p. 66.

10 Ibid., p. 58.

11 Roton, p. 207.

12 Lord Gort's Despatches, p. 5923.

13 See Appendix II, p. 384.

14 Ibid.

15 Ibid.

16 Ibid.

17 See Appendix II, p. 384.

18 Ibid.

19 Ibid.

Transcribed and formatted for HTML by David Newton, HyperWar Foundation