June 28, 2015

The Arras Counterattack

British infantry

Having presented Rommel’s advance from Belgium to Lille here it’s time to take a better look at the Arras counterattack. Rommel’s 7.Panzer-Division crossed the Franco-Belgian border on May 15, and on May 20 Rommel’s tanks were three miles south of Arras. According to the plan the 7th Panzer-Division was to move around the flank of Arras from the west and the 5th Panzer-Division from the east. Then both panzer-divisions would turn north. Further to the south Panzergrouppe Kleist had crossed the Meuse river on May 13, and on May 19 it had reached the Cambrai – Péronne line.

Lord Gort with General Joseph Georges
2. Lord Gort with General Joseph Georges after
receiving the Grand Croix of the Legion of Honor
at Arras on January 8, 1940.
On the Allied side General Gamelin ordered, on May 19, the armies of the north, which were in danger of being cut off, to march to the southwest and establish a new front behind the Somme river. The same day the British government was informed that Lord Gort, the Commander-in-Chief (C-in-C) of the British Expeditionary Force (BEF) was considering a retreat toward Dunkirk. The news alarmed Churchill, who on May 20 sent General Sir Edmund Ironside, Chief of the Imperial General Staff (CIGS), to consult with Lord Gort. Ironside arrived at Gort’s headquarters at Wahagnies, at 20:15 hrs, bringing with him the order for a move towards Amiens. The BEF was already fully occupied in trying to hold the Escaut (Scheldt) line in Belgium; to move to Amiens, in Gort’s view, would mean exposing the flanks to the thrust of the German panzers. Nevertheless, Gort decided that a small counterattack in the Arras area was feasible. General Ironside also met General Billotte, Commander 1st Allied Army Group, and made him familiar with Gort’s plan. Billotte approved the plan and promised to support the attack with two French divisions. On May 22 Weygand had replaced Gamelin. Weygand did not favor the Somme plan, but believed in an attack along the Arras – St. Quentin direction, which was more to the east than Gamelin had proposed. At the same time it was expected that other French armies would attack the flank of the German advance from the south. The British PM came to the conclusion that Lord Gort should attack through Arras toward the south and at the same time he should protect his escape route to the Channel.  

Disposition of the Allied Armies in Belgium
3. Disposition of the Allied Armies in Belgium. The BEF was holding the Escaut line from Audenarde to Maulde. Under Gamelin’s plan the Belgian Army and the BEF would fall back to the Yser line. After that the BEF would march to the Somme. The maneuver never materialized.

Frankforce Moves to Arras

General Sir Harold Franklyn
4. General Sir Harold Franklyn 
photographed on August 17, 1943.
Arras had already attracted Lord Gort’s attention. On the evening of May 19, he saw Major-General Giffard Le Quesne Martel, commander of the 50th (Northumbrian) Infantry Division,  and informed him that a portion of his division would be sent south to Arras, and that the 1st Army Tank Brigade would also be sent and placed under his orders. The 50th Division had left the 25th Infantry Brigade Group to fight on the River Dendre behind Brussels, and the 151st Brigade Group was in position on the La Bassee Canal. The 150th Brigade Group was in hand. A little later, it was decided that the 5th Division would also be sent to Arras, and the senior divisional commander, Major-General Harold Franklyn, took command. Thus “Frankforce” was created. General Franklyn was given the mission to support the garrison in Arras and to block the roads south of Arras, thus cutting off the German communications from the east. To do that he was to occupy the line of the Scarpe on the east of Arras and establish touch by patrols with the French.

The 50th Division moved south with the 150th Infantry Brigade Group and reached Vimy, just north of Arras, at mid-day on May 20. In the meantime the 13th Infantry Brigade, which was the leading brigade group of the 5th Division, had arrived at Vimy during the afternoon of May 20. On arrival at Vimy, it was clear that the town of Arras might be attacked at any moment. The garrison was both small and tired. Major-General Martel therefore sent one battalion, one antitank battery, and one field company as reinforcements.

General Martel with Wladyslaw Sikorski, Winston Churchill,  Charles de Gaulle and General Andrew Thorne
5. General Martel, first from left, with Wladyslaw Sikorski, 
Winston Churchill, Charles de Gaulle and General Andrew Thorne.

During the afternoon of May 20, Major General Franklyn arrived at Vimy and decided to relieve the French 1st Light Mechanized Division on the east of Arras with the 150th Infantry Brigade and the leading brigade of his own division. This was carried out after dark.

The 151st Infantry Brigade Group and the 1st Army Tank Brigade arrived during the early hours of the morning of May 21. The 50th Division sent them instructions to obtain all possible rest for a few hours preparatory to carrying out reconnaissances and a forward move to assembly areas for an attack

At 06:00 hrs on May 21, General Franklyn held a conference to settle the details of the plan for an attack. The general scheme was that the 151st Infantry Brigade Group was to attack in cooperation with the 1st Army Tank Brigade around the south of Arras and clear the area of the enemy as far around as the River Sensée. General Martel was to command the attack, which was to be carried out in two phases; the first to the River Cojeul, and the second to the Sensee. During the second phase, the 13th Infantry Brigade Group was to advance over the River Scarpe and cooperate. General Franklyn was in command of the whole operation and responsible for liaison with the French and for cooperation from the 5th Division. The attack was timed to cross the infantry start line (Route de Saint-Pol) at 14:00 hrs.

The operation resolved itself into clearing an area about ten miles deep and four miles wide, and General Martel proposed to carry this out by advancing through the area with two small mobile columns. He also asked that the time for passing the start line should be made 15:00 hrs., as it was then 07:00 hrs., and the troops had an 8-mile march to the start line in addition to the reconnaissances which had to be carried out. General Franklyn, however, pressed for the attack to be launched at 14:00 hrs., and in point of fact, it was eventually launched at 14:30 hrs.

General Martel had not adequate information about the enemy he was going to face, therefore he decided on sending the tanks in a little ahead of each column. If enemy tanks were met, the infantry tanks with their thick armor should fend them off while the infantry followed up. If, however, a defensive position were met, then the tanks would wait under cover until the infantry advanced.

The 1st Army Tank Brigade had 16 Matilda II tanks, 58 Matilda I tanks, and 12 light tanks available for operation. For the actual attack, the allotment of tanks was as follows: 7th Battalion, Royal Tank Regiment (RTR), 23 Matilda I tanks, 10 Matilda II tanks, and 5 light tanks; 4th Battalion, RTR, 35 Matilda I tanks, 6 Matilda II tanks, and 7 light tanks.

Matilda II tanks during maneuvers
6. Matilda II tanks during maneuvers. 

The two mobile columns, in addition to the tank battalions, each consisted of one infantry battalion, one anti-tank battery, one battery of 18-pdrs, and one company from the machine gun battalion.Each column was commanded by the infantry battalion commander, and they duly arrived at their assembly areas, Maroeuil for the right column and Anzin-Saint-Aubin for the left. The center lines of advance of each column were:

Right Column: Maroeuil - Duisans - Warlus - Wailly - Mercatel - Hénin-sur-Cojeul - Croisilles.

Left Column: Anzin-Saint-Aubin - Dainville - Achicourt - Beaurains - Wancourt - Cherisy.

The French 1st Light Mechanized Division with some 60 tanks was to advance on the outer flank to give flank protection. The 8th Light Infantry Division was on the right and the 6th on the left, while the 9th was kept in reserve. 

The Allied plan
7. The Allied plan.

The Left Column

The 4th Battalion, RTR, advancing in front of the left column, met the enemy almost at once to the west of Dainville. They shot up, with one section, a German motorized column which was advancing on Dainville from the west, killing many of the enemy and destroying their vehicles. The battalion met further opposition in the form of fire from anti-tank guns and enemy field batteries simultaneously with crossing the start line.

The 6th Light Infantry Division followed the tanks at some distance. The tank battalion continued the advance in a steady manner and mopped up the area around Dainville. Many prisoners were taken.

The 4th Royal Tanks continued their advance on Achicourt, where the six Matilda II tanks were told verbally by the commanding officer to deal with strong enemy antitank gun positions north of that place. Shortly afterwards, Company A, 4th Royal Tanks (in battalion reserve) was ordered to go into the attack between B and C Companies, which, by this time, had become separated.

Considerable antitank gun and field artillery opposition was met until the advance of the tanks was held up on the Arras-Bapaume road between Beaurains and Mercatel. Shortly before this, the battalion commander, Lt. Colonel J. G. Fitzmaurice, was killed. He was commanding from a light tank which received a direct hit from a field gun.

It was now about 16:00 hrs. and the 6th Light Infantry Division was seen advancing toward the Arras - Doullens Road. Touch was gained with the infantry by the adjutant of the 4th Royal Tanks, Cpt. R. Cracroft, who informed them that there was no opposition on the ridge immediately in front. The 6th Light Infantry Division at this time was taking numerous prisoners, who were putting up no opposition.

The advance through Anzin-Saint-Aubin - Dainville – Achicourt – Mercatel
8. The advance of the left column through Anzin-Saint-Aubin – Dainville – Achicourt – Mercatel.

Meanwhile the 4th Battalion, RTR, was continuing to push ahead. Cpt. Cracroft; advanced into a shallow valley 1,000 yards north-west of Mercatel, where he found the remainder of the battalion. On this advance, antitank guns, armored cars, and miscellaneous stationery transport vehicles were spotted on the road running west of Mercatel. Some of these antitank guns were in position. He collected all available tanks and led the attack on to this road. This attack was successful, and very considerable damage was inflicted both on personnel and material.

The Right Column

In the meantime, the right column had not been progressing quite so well. The 7th Battalion, RTR, which was to lead the column, arrived rather late. It proceeded at once through Duisans, where it shot up enemy infantry and transport. It was followed by the 8th Light Infantry Division, which entered Duisans at about 15:00 hrs. Some sniping and machine gun fire and a certain amount of shellfire were encountered crossing from the west, but casualties were slight. The whole area was mopped up, and about 100 prisoners were taken. At this stage, however, the advance of the 8th Light Infantry Division was held up at or around Warlus by the enemy, who were reported to be in some strength and supported by some tanks.

At about 15:30 hrs. the commander of the 50th Division arrived and saw that the left column was pushing ahead a good deal faster than the right column. He therefore ordered the left column to secure Beaurains. He then returned, at about 16:00 hrs. to the right column where the situation was somewhat confused. The 7th Royal Tanks had continued their advance past Warlus and were well on their way to the Wailly – Ficheux area, which was strongly held by German field and antitank guns.

The advance through Maroeuil - Duisans – Warlus – Wailly
9. The advance of the right column through Maroeuil – Duisans – Warlus – Wailly.

About this time the 7th Battalion commander was put out of action. His tank had been hit by several field gun shells, which had damaged the track without injuring the crew. Later, Lt. Colonel Heyland was hit and killed by machine gun fire. As the adjutant's tank was also out of radio touch at this time, control was very difficult, and was only carried out by the use of liaison officers in light tanks. Enemy tanks were reported to be near Warlus. The division commander impressed on the right column commander the necessity to press hard and obtain further information, so that the necessary forces or artillery support could be brought to bear to clear a way through Warlus. Unfortunately, because of the fact that both tank battalions had been already committed, one to each column there was no reserve of tanks in the brigade to deal with this situation. A little later the French tanks, which were advancing rather slowly on the right flank, saw the British antitank guns, which were in position protecting the right of the 8th Division. They turned toward them, and the antitank battery presumed that they were French tanks, although they had no special marking visible. Suddenly the French tanks opened fire and knocked out one antitank gun, killing two men. Fire was then opened and one gun fired five shots, which killed or wounded the crews of four tanks. The tanks were now coming to close quarters, and the French saw their mistake and emerged from their tanks. Their commander apologized for their regrettable mistake.

Frankforce Assumes a Defensive Posture

Although the advance had been successful so far, it had become clear that the original proposal to reach the Sensee River could not be achieved. It was necessary to decide on plans for that night and the following day, and the commander of the 50th Division returned to see General Franklyn, at Vimy. So far, heavy casualties had been inflicted on the Germans with only small losses on the British side. It was, however, certain that the Germans would hit back and that they could do so with superior forces. General Martel therefore suggested a withdrawal, as there did not seem very much object in retaining his troops in their exposed positions. In view, however, of the necessity to make a demonstration south of Arras in support of the French counter-attack from the south, the 50th Division was ordered to hold the tank-proof locality at Beaurains and another at Duisans after the situation at Warlus had been cleared up. 

Matilda I
10. The Matilda I was heavily armored, but it was armed
only with a machine gun and was extremely slow.

The German Counterattack

The situation in the Arras area on May 23
11. The situation in the Arras area in May 23.
The bulk of the “Frankforce” had retreated north of Vimy.
About 18:15 hrs. the Germans launched very heavy dive bombing attacks on Beaurains, where the 6th Division was forming a tank-proof locality, and also on the main body of the right column near Warlus. After the German air attack, the infantry had withdrawn from Beaurains toward Achicourt, with the tanks at a forward rally 200 yards behind the forward line held by the infantry. It was just beginning to get dark by this time. As soon as the tanks were in position, the adjutant of the 4th Royal Tanks went forward and made contact with the infantry commander of the 6th Division. While talking to him, the adjutant heard tanks approaching along the road from the front. As it had been previously reported that a Matilda II tank of the 4th Battalion had broken down on the ridge in front, it was thought that it was this tank returning. At the request of the infantry commander, the adjutant went to investigate. It was quite dark by this time and there was a considerable amount of smoke from fires burning in the vicinity. The leading tank had approached almost up, to the crossroads. The adjutant stopped it, by waving a bundle of maps in front of the driver's visor. Flaps were then opened and German heads appeared; there was some shouting in German. The adjutant shouted a warning and ran back to his tank. The German, tanks, about five in number, started firing and took up a line along the road facing the 4th Battalion rally position, about 250 yards away. All tanks on both sides opened heavy fire, which was maintained for about eight minutes, when it was realized that ammunition was being wasted, as fire could only be directed at approximate position of enemy tanks.  A smoke candle was then effectively fired from a smoke projector to stop the firing. When the smoke cleared, firing broke out again, but shortly afterwards the German tanks withdrew. After this withdrawal, both tanks and infantry of the left column withdrew to Achicourt.

On the right flank the air bombardment was followed by tank attacks on the troops from the southwest of Duisans and on Warlus. Antitank guns were in action under the direction of the commander of' the 260th Antitank Battery, Major Forrester. After these attacks, it became clear that the Germans were in superior strength, and both columns were ordered to withdraw. The 4th and 7th Battalions, RTR, were rallied during the night at Ecurie. During the early hours of May 22, both battalions returned to the Vimy area.


The result of the British attack was that heavy casualties were inflicted on the Germans, and between 300 and 400 prisoners were taken. A total of some twenty panzers were destroyed. The armor of the Matilda tanks resisted direct hits from enemy antitank guns quite easily, and the bursting of the shells had no effect upon the crews. Conversely, the 2-pounder gun penetrated all the German tanks, and the tracer often set them on fire. The advance of five miles through enemy country, carried out by the 6th Division and the 4th Royal Tanks, showed remarkable powers of endurance, especially when it is remembered that the troops had had little rest and had had an approach march of eight miles to the start line. The 8th Division and the 7th Royal Tanks on the right met stronger opposition, and the tanks on this flank lost contact with their infantry and advanced without them. The loss of the commanding officer, the adjutant, and the senior company commander of the 7th Battalion increased the difficulties of command and control. The German counterattack during the evening was, however, resisted with success. Both the 4th and 7th Battalions, RTR, showed great determination and fighting qualities. If larger numbers of tanks had been available, properly supported by air, artillery, and stronger mobile forces, a very great success might have been achieved.

Matilda II

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Photos attribution
1. Keating G (Lt), War Office official photographer, via Wikimedia Commons
2. War Office official photographer : Puttnam L A (Lt) : Davies (Lt), via Wikimedia Commons
3., 11. The War in France and Flanders 1939-1940. London: HMSO, 1954.
4. War Office official photographer Malindine E G (Lt), via Wikimedia Commons
5. War Office official photographer, Horton (Capt), via Wikimedia Commons
6. Puttnam (Lt), War Office official photographer, via Wikimedia Commons
7., 8., 9. http://www.openstreetmap.org/copyright, operational details: panzeroperations.com
10. http://www.iwm.org.uk/, via Wikimedia Commons
12. Malindine E G (Lt), War Office official photographer, via Wikimedia Commons

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