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CSI REPRINT

A BATTLE REPORT:

.LAI HALFA

CAPTAIN B. H. LIDDELL HART

ALLEUTNANT FRITZ BAYERLEIN, a. D.

R GENERAL G. P. B. ROBERTS, CB, DSO, MC

Reprinted by permission of the Marine Corps Association, copyright © 1956, and may not be further reproduced without the

express permission of the copyright holder.

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90-2508

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EDITOR'S NOTE

When professional soldiers think in terms of future concepts, it is natural that they

should seek to find some of their guide lines in the military actions of the past. It

was with this in mind that the idea was conceived of presenting the report of a

combat action as seen by two opposing commanders. To be of any value, the report

had to shed some light on the problems of today: fluid actions of mobile forces operating over widely separated areas; the logistic problems incumbent in such action; the

effect of terrain on the conduct of the operation and, most important, the employment

of air elements operating in conjunction with the ground forces.

The campaigns which were fought in the Western Desert during WWII seemed

to fit the requirements more so than those of any other theater. Here, unencumbered

by the problems which normally beset military operations in more populated areas, the

opposing forces were free to engage each other in a classic form of war involving the

combatants only. A project to present such a report was begun in the spring of 1955.

Through the assistance of Col R. T. Vance, then the Marine Corps staff representative at CINCNELM in London, B. H. Liddell Hart was reached and several

actions were examined to select the one best suited to the purpose.

At first it was considered that the operations at El Alamein might be most rewarding since there the elements of offense, stand and retreat were executed by both

sides. Because of the length and complexity of this whole campaign, however, Liddell

Hart recommended that the narrative be limited to the battle of Alam Haifa, the

second phase of the campaign. Here, the opposing forces were about equal (although

the logistical advantage lay with the British) whereas the first battle (retreat from

Tobruk) and the third battle (British counteroffensive) were too one-sided.

It was also Liddell Hart who recommended the authors best suited to do the job.

Bayerlein commanded the spearhead of Rommel's primary thrust and Roberts commanded the unit which blocked it-each was instrumental in the conduct of the

action and both saw the battle from the same level. The authors wrote their portions

independently and neither has seen the other's manuscript; thus a true picture, as

each saw it, is presented. Liddell Hart has tied the two accounts together and

placed the action in perspective. The translation, from the original German, of Gen

Bayerlein's article was done by Capt H. W. Henzel, USMC.

The pictures bearing the authors' credit lines are from their own personal collections and the captions identify the actual points concerned.

Discrepancies in the order of battle will be noticed in comparing one account with

the other. These, presumably, are the results of erroneous intelligence information on

both sides. Although perhaps confusing, these errors will give the reader a picture of

the amount of information each side had available. Further, it shows how the fog of

battle obscures the field commander's perception of his opponent and firmly substantiates the axiom, that war is truly an art.
A BATTLE REPORT:

ALII H iFA

CAPTAIN B. H. LIDDELL HART

GENERALLEUTNANT FRITZ BAYERLEIN, a. D.

MAJOR GENERAL G. P. B. ROBERTS, CB, DSO, MC

MARINE CORPS ASSOCIATION

COPYRIGHT 1956

QUANTICO, VIRGINIA

90-2508
the Authors

Acclaimed as one of the great military minds of the

century, B. H. Liddell Hart was born in France in

October 1895. He received his education in England

at Corpus Christi College, Cambridge University.

With the outbreak of World War I he entered the

King's Own Light Yorkshire Infantry and embarked

for France in 1915. As a captain he saw action in the

battles of Ypres and later he participated in the fierce

fighting of the battle of the Somme, where the British

used tanks for the first time at Cambrai.

Using his experiences during these actions in conjunction with a greal deal of research, he prepared a

study of infantry tactics in 1917. He later revised this

study for its publication by the British Army as an

Infantry Training Manual in 1920.

The opportunity to further his active military

career was denied him when he was invalided out of

the service in 1924 as a result of the wounds received

during the war. Appointed military correspondent for

the Daily Telegraph in 1925, he assumed the role of

tactical analyst and military critic while at the same

time editing the military articles for the Encyclopedia

Britannica.

Appointed permanent military critic and correspondent of The Times in 1935, he at once made full

use of this position to conduct a campaign for a more

effective co-ordination of the efforts being made in

matters of National Defense, a campaign which led

to the creation of a "Ministry for the Co-ordination

of National Defense." Unfortunately, the results

achieved were far from being what Liddell Hart was

asking for in the columns of The Times.

In 1937 he became personal adviser to Hore-Belisha,

then Minister for War, and was instrumental in the

modernization of the British Army and the redistribution of the Imperial Forces. Among many of his proposals that led to a modernized British Army was the

creation of an armored division for the Middle East.

It was in this organization that a number of officers

such as LtCol (later Field Marshal Viscount) Montgomery, and Capt (later General) de Guingand, who

became Montgomery's Chief of Staff, received their

desert training. His faith in the importance of armor

led him to advocate the concept of deep penetration

to cut the enemy's communications far in the rear of

the front.

The author of no less than 27 volumes dealing with

military tactics, history, strategy and the doctrines of

national defense, his works can be considered the

texts that educated the youthful officers of both the

Allied and Axis armies prior to WW II. A sharp example of this fact is borne out by Fritz Bayerlein's

comments on Field Marshal Rommel's personal journal of the campaign in North Africa. He credits

Liddell Hart with being the "military author who

made the greatest impression on the Field Marshal

and highly influenced his tactical and strategical conceptions." General Guderian, creator of the German

Panzer units, maintains in his memoirs that the

Panzer unit was based on Hart's concept of an armored division combining tanks with mechanized

infantry. His influence on the other side of the

ledger can be seen in Montgomery's effective use of

night tactics in the desert after 1942, and Patton's

use of his deep penetration concept in his drive toward the Rhine.

The military career of Generalleutnant Fritz Bayerlein, a.D., began when he served as a private of infantry on the Western Front in 1917. He was commissioned in 1922, when the military restrictions of the

Versailles Treaty limited the Officer Corps of the

Reichswehr to a small select group. His talents and

abilities soon came to the attention of his superiors and

he was assigned to the Kriegsschule in Dresden, from

1927-30, as an instructor. It was during this period

that he came to know another officer with whom he

was to be closely associated in years to come - Erwin

Rommel. With the conclusion of his tour as an instructor at the Kriegsschule, he reported to the General Staff School in Berlin, as a student. He remained

--- 2-
there until 1935. The intervening years until 1939

found him serving as a general staff officer with various Panzer units. When the invasion of Poland was

launched, Bayerlein was with the 10th Pz Div. For

the campaign in France, he was with Panzerkorps

Guderian which, as a part of Army Group A, was

instrumental in executing the Manstein Plan in

smashing through to the Channel coast behind the

mass of the Franco-British armies. Remaining with

Guderian when his command was expanded and redesignated Panzergroup Guderian, Baverlein participated in the lightning drive of that unit through

Minm k and Smolensk to the outskirts of Moscow.

He first came to the public attention of the Allies

as Chief of Staff of the Afrika Korps under Rommel

in the Western Desert. His long association with

Erwin Rommel and his part in the campaigns in

Africa have made him one of the few living authorities on this period. He has collaborated with many

military writers in reconstructing the operational history of WWII-Liddell Hart's The Rommel Papers

probably being the most familiar.

As the war in North Africa was drawing to a close,

with the collapse of the Axis forces there, Bayerlein

was transferred to the Russian Front, where he took

command of the 3d Panzer Div, one of the oldest and

best German armored units. In 1944 he moved back

to the Western Front with Rommel and took command of the Panzerlehr Div. He led this division

against the invasion forces in Normandy, at Caen,

Tilly and St. Lo. Then, in the last German effort

of the war, he had command of that division in the

Ardennes offensive, spearheading the forces that hit

the American forces in the Bastogne area in the Battle

of the Bulge. As the tottering walls around the Third

Reich began to crumble he took command of the

LIII Panzer Korps during the last ditch defense of

his homeland, in the struggle for the Rhine (Remagen) and the Ruhr.

In presenting the German version of the Battle of

Alam Halfa in this narrative, Gen Bayerlein can

report with accuracy, since he was in actual command

of the Afrika Korps at the height of the battle. One

of his achievements in preparing this narrative is the

manner in which he clears up the still popular misconception that the war in the desert was a duel between the Afrika Korps and the British Eighth Army.

In reality, that highly effective unit, the Afrika Korps,

was merely a component of the combined Italo-German forces in which the preponderance of troops

were Italian.

He now lives in Wuerzburg-Heidingsfeld, Germany.

Major General G. P. B. Roberts, CB, DSO, MC, at the

time of his retirement, had one of the most successful

careers in recent British military history. Born in the

days of the Empire at Quetta, India in 1906, he saw

that Empire through some of its most troubled days

and played a vital part in the maintenance of the

Commonwealth position in North Africa, by his leadership of the British units he commanded there. His

career interestingly coincided with that of his opponent in the battle here described. Both were associated

with the development and execution of the theories of

armored warfare which their respective services formulated in the decade prior to the outbreak of WWII.

After attending Marlborough College and being

graduated from Sandhurst, he was commissioned and

posted to regimental duty with the Royal Tank Regiment. He served with his regiment, first in England,

then in Egypt from 1928 to 1932. Returning then to

England, he became an instructor at the Tank Schools

in Bovington. In 1938 he was again posted to duty

in Egypt where he was to see so much action in the

next few years. In Egypt he was Adjutant of the 6th

Royal Tank Regt, and after the war broke out he

remained in that area serving with the Eighth Army

in the Western Desert until the fall of Tripoli. During this period he served in various staff billets with

the 7th Armd Div and the XXX Corps, and then

commanded the 3d Royal Tank Regt and the 22d

Armd Brigade. After the fall of Tripoli, Gen Roberts,

then Brigadier, was moved over to the First Army in

Tunisia. For a short time, immediately following his

arrival there, he was attached to the US 2d Armd Div

under Gen Orlando Ward. This was just after the

battle at Kasserine Pass. Until Tunisia was cleared he

commanded the 26th Armd Brigade of the 6th Armd

Div. Leaving Africa, he returned to England, was

promoted to major general and given command of the

11th Armd Div. Gen Roberts trained this division for

the coming invasion and landed with it at Normandy.

He led this same division throughout the campaigns

on the Continent and once again encountered his old

opponent of the days in the Desert, Fritz Bayerlein.

Gen Roberts' achievements on the field of battle

were recognized by his being awarded the rank of

Companion of the Bath, the Distinguished Service

Order (2 bars) and the Military Cross. Further, he was

mentioned in Dispatches 3 times and the French Government awarded him the Legion of Honor and the

Croix de Guerre.

After the war, in 1946, he was named Commanding

General of the 7th Armd Div and in 1948 was appointed Director, Royal Armored Corps. Gen Roberts retired in September 1949, and now resides at

"Postillions," Pembury, Kent.

-3-
FOREWORD

By Capt B. H. Liddell Hart

T HE BATTLE OF ALAM HALFA IN

1942, fought as August turned

into September, was a turning point of the war in the Mediterranean- indeed, more truly a

turning point than the more celebrated "Battle of Alamein" that followed, in the fall. For by the time

this started, late in October, the

British build-up of strength in North

Africa so vastly exceeded that of the

German and Italian forces under

Rommel as to ensure the frustration

of his attempt to overrun Egyptleaving only the question of how

long he could cling on to the door,

and whether he could escape destruction. In the clearer light of postwar knowledge, of the respective

forces and resources, it can be seen

that Rommel's eventual defeat became probable from the moment his

dash into Egypt was originally

checked, in the July battle at Alamein, and this accordingly may be

considered the effective turning

point. Nevertheless, he still looked

a great menace when he launched

his renewed and reinforced attack

at the end of August. And as the

strength of the two sides was nearer

to an even balance than it was

either before or later, he still had a

possibility of victory-and might

have achieved it if his opponents

Marshal Rudolfo Graziani

had faltered or fumbled as they had

done on several previous occasions

when their advantage had seemed

more sure. But in the event, that

possibility vanished beyond possibility of recovery. The crucial significance of "Alam Halfa" is svmbolized in the fact that although it

was fought out in the same area as

the other battles of Alamein, it has

been given a separate and distinctive name.

In the two articles which follow,

the course of the battle is vividly

depicted by key commanders on each

side-an illuminating conjunction.

At the start of the battle Gen Bayerlein was Chief of Staff of the Afrika

Korps, Rommel's main striking force,

and took over command when Gen

Nehring was disabled by a bomb

splinter during the initial phase. Gen

Roberts commanded the armored

brigade which covered the keypoint

of the British position, and thus

played the principal combat role in

the issue of the battle. These two

outstanding leaders of "armor" confronted each other again, though not

so directly, two years later in Normandy-when Fritz Bayerlein commanded the Panzerlehr Division and

"Pip" Roberts the British 11th Armored Division - being then, at 37

years of age, the youngest divisional

commander of the invading armies.

These two armored divisions won

general recognition as the best on

each side.

As the Editor has asked me to

write a foreword to these accounts

from different "sides of the hill,"

the best way to help an understanding of their significance may be to

fill in the historical and strategic

background to the battle, while

summarizing the course of events.

The war in the Mediterranean,

and on the African continent,

started in June 1940 when Mussolini, seeing that France was obvi-

-4-

ously collapsing under the German

blitzkrieg, plunged into the war on

Hitler's side to reap some of the

spoils of France's conquest, and to

take advantage of the weakness of

the British position in Africa. At

that moment there were only 50,000

British troops in Africa facing 10

times as many Italians-over 200,000

in Italian East Africa and nearly

300,000 in Libya. But the Italian

Army was ill-prepared for war and

short of motor vehicles. Marshal

Wride \W/rriM

General Sir Archibald Wavell

Graziani's advance from Libya into

Egypt did not begin until 3 months

later in September, and after a 70-

mile advance through the desert it

halted at Sidi Barrani, and there

stuck for 2 months.

The British Commander-in-Chief

in the Middle East, Gen Wavell, decided to try the effect of an upsetting stroke by the Western Desert

Force-the embryo of the Eighth

Army-under Gen O'Connor. It

was visualized as in the nature of a

powerful raid rather than an offensive -for Wavell had only 2 divisions. But the "raid" turned into

a decisive victory, owing to the demoralizing effect of the heavily armored British "Matilda" tankscoupled with that of the 7th Armd
Wide World

Div's swoop through the desert onto

the Italians' rear. This sudden blow

was delivered on 9 December. A

large part of Graziani's army was

cut off and 35,000 captured, whiie

the remainder only regained the

shelter of their own frontier after

a panic retreat that reduced them

to a disorderly rabble. Then Bardia

was captured, on 3 January, with

40,000 prisoners. Tobruk fell on

the 22d, with a further 25,000.

The surviving part of Graziani's

army retreated past Benghazi towards Tripoli, but was intercepted

by an indirect approach in pursuit

that proved one of the most brilliant and daring strokes of the war.

The 7th Armd Div made a dash

through the desert interior to reach

the sea south of Benghazi; on 5 February. Its leading elements covered

170 miles in 36 hours over difficult

and unknown country. They

amounted to only 3,000 men, yet by

their audacity in thrusting across

the path of a vastly superior enemy

they secured a bag of 21,000 prisoners.

Small as were the forces which

had achieved this astonishing conquest of Cyrenaica, there was at the

moment little to stop them driving

on to Tripoli. But a halt was called

by the British Government in order

to provide the means of dispatching

the ill-starred expedition to Greece.

General Sir Claude Auchinleck

Wavell was instructed to leave only

a minimum to hold Cyrenaica. At

this juncture, also, the leading part

of the German Afrika Korps, under

Rommel, arrived in Tripoli. Too

late to save the Italians from disaster, this German help came in

time to prolong the North Africa

campaign for over 2 years, during

which Britain's position in Egypt

was brought into imminent danger.

A rapid counterstroke launched

by Rommel at the end of March

took the weak British holding forces

by surprise and threw them into disorder. Within a fortnight he had

swept the British out of the whole

of Cyrenaica, save for an isolated

portion which withdrew into I obruk-and there remained as a thorn

in his side. By the time he reached

the frontier, however, he had overstretched his supply lines and was

thus compelled to halt.

The Commander-in-Chief of the

German Navy, Adm Raeder, had

urged, and continued to urge, the

importance of seizing the keys of

the Mediterranean, and shutting the

British out of that area. But Hitler

showed little interest in such projects, being too intent on his plans

of overthrowing Russia, as a way of

making Britain yield. The heads of

the Army agreed with him on military grounds-they were averse to

the detachment of forces to Africa

and disliked the idea of committing

troops across the sea, where the British Navy could powerfully interfere. While the Italian collapse

had driven Hitler to send some help

there, both he and his military chiefs

shrank from giving Rommel the

scale of reinforcements he needed

to capture Egypt.

On the other hand, strategic

minds in Britain conceived the idea

immediately after the fall of France

of developing a countermove by

way of North Africa against the

southern flank of Hitler's position

in Europe. Having been frustrated

in his premature attempt to develop

-5-
such a threat by landing in Greece,

Churchill ardently embraced the

idea of clearing North Africa - as

an avenue into Europe.

After an abortive attack (Operation "Battleaxe") on Rommel's position, the British launched a much

bigger offensive ("Operation Crusader") in November, with the large

reinforcements that Churchill had

sent out to Egypt. By this time

Wavell had been replaced by Gen

Auchinleck as Commander-in-Chief,

while the forces on the Libyan frontier had been constituted as the

Eighth Army, under Gen. Cunningham. The offensive opened well,

after a wide outflanking move

through the desert, but the attacking forces then became disjointed,

so that Rommel was able to defeat

them in fragments, throw them back

temporarily, and almost produce a

retreat to Egypt. This whirling battle of tanks continued for nearly 3

weeks, shifting to and fro with repeated turns of fortune, but in the

end, Rommel's tank strength was

exhausted and he was forced to retreat-right back to his February

starting position near Agheila, on

the frontier of Tripolitania.

To Rommel's British opponents

his most disconcerting characteristic

was the way he reacted to pressure

like a recoil-spring, and changed

from a far-reaching retreat to an

equally far-reaching riposte. He had

hardly withdrawn from Cyrenaica

before he was back there again.

At the beginning of 1942, just as

he had reached the shelter of saltmarsh bottleneck on the Tripolitanian frontier, a small convoy arrived

with reinforcements. Thereupon he

promptly planned to take advantage

of the way that the British had become overstretched in their advance.

By a surprise counterstroke, when

they imagined him as still exhausted,

he dislocated their front, then exploited their disorder by an indirect thrust from the desert flank

against the Benghazi base, and

tumbled them back to Gazala-recapturing more than half their

gains.

Churchill again built up the

strength of the Eighth Army for a

renewed effort to throw Rommel out

of Cyrenaica and out of Africa. But

Rommel struck first. By a wide

flanking maneuver with his armor in

the night of 26 May he threw the

Eighth Army off its balance. He

was checked, however, before he

could reach the coast and cut off

the British forces holding the Gazala Line. Thereupon he took up a

defensive position with his back

against the British minefields-which

led the British to feel that he was

cornered, and bound to surrender.

But their countermoves were too

direct and they fell into the defensive trap which Rommel had quickly improvised when he was checked.

With its reserves entangled and

expended, the Eighth Army was unable to meet Rommel's next flanking move, and was beaten piecemeal.

While one portion was falling back

to the frontier, another portion

withdrew into Tobruk. Rommel's

armored forces swept past Tobruk,

as if heading for the frontier, then

suddenly switched around and struck

at Tobruk in reverse, before the

forces there had settled down. Penetrating the defenses at a weak

point, the Germans overran the garrison and captured almost the whole

of it -together with such an abundance of supplies and transport as

to provide the means for a prolonged advance on their own part.

Rommel then chased the remains

of the Eighth Army helter-skelter

through the Western Desert, and

came dangerously close to reaching

the Nile Valley, the main artery of

Egypt. If that had been secured,

and with it the Suez Canal, Britain's

whole position in the Middle East

would have been wrecked.

On 30 June 1942, Rommel reached

Alamein after defeating the British

Eighth Army at Gazala-Tobruk, and

chasing its tattered remains 350

miles through the desert. That

morning he had written home exultantly: "Only 100 more miles to

Alexandria!" By evening he was

barely 60 miles distant from his

goal and the keys of Egypt seemed

within his grasp. Hitler was telegraphing congratulations and Mussolini had flown to Africa ready for

a triumphal ride into Cairo. On the

other side, Auchinleck, the C-in-C

Middle East, had gone forward from

Cairo into the desert to take personal command of what was left of

the Eighth Army, in an effort to

stem the tide. The situation looked

desperately black. The British Fleet

had hastily evacuated Alexandria.

Clouds of smoke rose from the chimneys of the military offices in Cairo

as their records were hastily burnt.

The world outside naturally interpreted the snowstorm of charred

paper as a sign that the British were

fleeing from Egypt.

But a vital change had now come

at the front. On July 4th, Rommel,

still at Alamein, wrote home:

"Things are, unfortunately, not going as we should like. The resistance is too great, and our strength

is exhausted." His thrusts had not

only been parried but answered by

upsetting ripostes. His troops were

too tired as well as too few to be

capable of making a fresh effort for

the moment. He was forced to

break off the attack and give them

a breather, even though it meant

giving Auchinleck time to bring up

reinforcements.

Auchinleck was not content with

stopping Rommel, but sought to

turn the tables decisively. How near

he came to succeeding is shown by a

letter that Rommel wrote on 18 July,

"Yesterday was a particularly hard

and critical day. We pulled through

again. But it must not go on like

that for long, otherwise the front

will crack. Militarily, this is the

most difficult period that I have

been through."

Fortunately for Rommel, the

British troops were as exhausted as

his own, and soon afterward Auchinleck in turn had to suspend his attacks. But Rommel's closing reflection was: "Although the British

losses were higher than ours, yet the

price which Auchinleck had to pay

was not excessive. What mattered

to him was to hold up our advance

and that, unfortunately, he had

done."

Soon, reinforcements arrived from

England. Churchill wanted the

British to take the offensive without

delay, but Auchinleck, more wisely,

insisted on waiting until the fresh

troops had become tactically acclimatized to desert conditions. In

the sequel, Auchinleck was replaced

by Alexander as Commander-inChief, Middle East, and Montgomery took over command of the

Eighth Army.

-6-

---~~~~~~~~~~~~~~~~~~-- ·r I I -·~ ~~~~~~~~~
I-IE BEGINNING OF AUGUST 1942

had the makings of a very trying

month in the Western Desert.

It was a period of disorganization

and reorganization, of dust and flies,

of orders and counterorders, and of

heat and "gyppy tummy" [amoebic

dysentery].

The Eighth Army was licking its

wounds and sorting itself out; pulling out as many units as possible to

re-form and maintaining as much

strength in the Alamein line as its

equipment and weapons would permit.

As far as the armor was concerned,

the majority of the tanks that would

run at all were grouped into one

Armored Brigade - the 22d, to

which, at the end of July, I was

posted to command. Individual units

had had heavy casualties so that all

the armored regiments of the Brigade, with one exception, were

composite units.

The order of battle of the Brigade

was:

Royal Scots Greys (Greys)

lst/6th Royal Tank Regiment

(1 RTR)

5th Royal Tank Regiment/Royal

Gloucestershire Hussars

(5 RTR)

3rd/4th County of London

Yeomanry (4 CLY)

1st Royal Horse Artillery

Regiment (1 RHA)

1st Battalion, Rifle Brigade (1 RB)

Each Armored Regiment consisted

of two squadrons of 12 Gen Grant

tanks and one light squadron ol

either Crusader of Stuart tanks, with

the exception of CLY which had

only one Grant squadron of 15

tanks. In addition, it should be mentioned that there were 6 American

tank crews dispersed throughout the

Brigade who had come over for battle experience. They were the first

American soldiers to fight on African

soil. They certainly got their battle

experience in a somewhat unorthodox battle and I am glad to say without serious casualties, though one or

two had to bail out of burning tanks.

The other armored formations left

in the Eighth Army were: a weak

brigade of Valentine tanks (23d Armored Brigade) and the 4th Light

Armored Brigade consisting of a

The author with Gen Montgomery during

a visit to the 22d Armd BrigadeRonhrts

regiment of Stuart tanks, 2 regiments of armored cars, a motor battalion and one artillery regiment.

Being the main armored force available, many were the ideas of how

22d Armored Brigade should be employed. We spent our time reconnoitering different positions which

we should occupy in varying tactical

circumstances. It was all rather reminiscent of the situation in the Gazala

line some 3 months earlier in May;

then we had reconnoitered and

planned our defensive positions in

many areas which we might be required to occupy in a variety of circumstances. In any event, we had

not been given sufficient time to occupy the one selected to deal with

the German advance round Bir

Hachiem and so were defeated in

detail. Certainly on that occasion we

recovered our balance and had the

remainder of the battle been handled differently, might well have

wrested the initiative from Rommel.

However, at Alam Halfa at the

end of July 1942, the multiplicity of

plans as far as the 22d Armored

Brigade was concerned did not inspire the greatest confidence.

Early in August the Prime Minister, the Chief of the Imperial General Staff and others visited the

Western Desert. As a result of their

visit certain changes in the higher

command were made. By August

J3th, Gen Alexander was the new

C-in-C Middle East and Gen Montgomery the new Eighth Army Corn7-

WlUe WoUrlU
Roberts

Gen Montgomery (center) is briefed at

Alam Halfa by Gen Horrocks (left) and

Brigadier Roberts.

mander.

These changes were to have a

marked effect within a few days on

our plans, on our life and on our

outlook generally. Within two days

of his arrival Gen Montgomery had

toured the whole front and visited

all the units in it. I well remember

my first meeting with him; he and

the new Corps Commander, Gen

Horrocks, were to meet me at a certain point on the Alam Halfa ridge

at 0845 hours. At 0830 being afflicted

with gyppy-tummy I felt there was

just time to disappear over the nearest ridge with a spade, and plodding

my way back a few minutes later

complete with spade I saw a large

cortege arriving at the appointed

spot and some 5 minutes ahead of

schedule. There was Gen Horrocks,

XIII Corps Commander, whom I saluted, there were Bobbie Erskine,

Brigadier General Staff, XIII Corps,

and Freddie de Guingand, Chief of

Staff, Eighth Army and several other

characters including a little man

with white knobby knees, an Australian hat and no badges of rank who

I took to be a newlv arrived war correspondent. Monty, whom I had not

previously met was obviously going

to arrive later. I was just about to

ask Freddie de Guingand from

which direction the Army Commander might be expected when the

gentleman in the Australian hat said

to me "Do you know who I am?" -

"Yes, Sir," was the prompt reply. It

was quite clear that whoever he was

it was better to know! And, of

course, it was Monty.

Very soon Montgomery appreciated that Alam Halfa was the cornerstone of the defensive position.

He ordered up 44 Division from the

Delta to occupy the high ground itself, and within the perimeter of that

Division's defenses were to be located

the 44th Divisional Artillery and certain Corps artillery units. The 22d

Armd Brigade, then an independent

armored brigade directly under XIII

Corps, was ordered to select and to

prepare static defensive positions on

the southern and eastern slopes of

Alam Halfa. It was considered, and

quite rightly, that the Brigade was

short of training as a Brigade and its

mechanical condition, as a result of

the mileage already done by the

tanks, precarious, and therefore unsuited to mobile operations. In fact

this Brigade, with its same equipment, took part in the battle of Alamein and at one time led the pursuit

of the German army to Tobruk.

Gone were all the other plans and

we gladly destroyed the mass of

traces with different code names

which had been prepared with laborious staff work to indicate the

alternative positions. There was one

firm plan and one position to occupy

and we all felt better. (See sketch

map No. 2.)

It would be relevant here to describe these positions and indicate

the factors affecting their selection.

First and foremost, it must be borne

in mind that these were to be firm

defensive positions and that the battle would be fought to a preconceived plan; there was to be little

possibility of maneuver, so normal

in armored tactics, to meet swiftly

changing situations. The second important factor was the qualities and

peculiarities of the Grant tank which

was the mainstay of the defense. Its

main armament was a 75 mm gun in

a side-front mounting. This prevented good, natural "hull-down" positions being selected, and since the

gun had only a very limited traverse

only limited areas of fire were available for each tank. The tank was very

high which increased the difficulty of

concealment in anything but very

broken ground. Thirdly, a very wide

area had to be covered to deal with

attack from the east, southeast and

south; consequently there were no

troops available purely as a reserve.

Very briefly these matters were

resolved as follows. The 6 pounder

AT guns of 1 Rifle Brigade and of

an antitank battery from an artillery

regiment, put under my command

specifically for this operation, were

given the area of flat and unbroken

ground to cover; their concealment

in such terrain being obviously easier

than for Grant tanks. The Grant

tanks were put into the broken foothills, and where suitable positions

could not be found these were

achieved by bulldozing. Finally, the

Greys, being equipped with the newest Grant tanks were placed on the

eastern slopes, from which direction

attack was considered least likely, so

that they would be the most likely

to be available as a mobile reserve

and were at the same time the most

mechanically reliable.

The detailed positions having

been decided upon, a careful artillery program was planned with SOS

tasks, particularly some tasks close

Static positions are prepared and dug in Stuarts -- useful for harassing roles Grant--its peculiarities -present a probglem
Touring the front with the Prime Minister.

L-R, Alexander, Roberts, Churchill,

Horrocks

in front of the antitank guns.

It should be pointed out here that

the Grant tank, in spite of the disadvantages already mentioned, was

the only tank then in the Desert of

any real value against the German

PzKw III and IV. With its shortbarrelled 75 mm gun in the side

mounting it could be very effective

against these German tanks at about

1,000 yards range. The other tanks,

Valentine, Stuart and Crusader with

2 pdr or equivalent guns were of

value in a harassing role, but no use

in a "slugging match."

This was, at any rate, the impression we gained in those days, but

careful tests carried out after the

war have shown that we were unduly

pessimistic regarding the performances of our own tanks. At Alam

Halfa, however, there was a surprise

in store for us as will be seen later.

About this time the Prime Minister returned to the Desert on his

way back to England from Moscow

after seeing the gentleman he described as the "Old Bear." Having

spent the night in Monty's caravan,

the next day, 20 August, he toured

the battlefield. It was with great

pride that I squeezed myself into the

cut-down station wagon in which he

was travelling with several senior officers, and showed him the 22d

Armored Brigade concealed in their

defensive positions which wse had occupied as a rehearsal that morning.

Ten days later the battle was fought

over the very ground on which the

plan was described to him, and

which he remembered in some detail

when I saw him again in Tripoli, 5

months later.

The day after Winston's visit we had a "telephone battle" organized

by Gen Horrocks and based on

Monty's conception of the lines the

battle would take. A "telephone

battle" is the same thing as an

American CPX. Information maps were kept and, in accordance with

the ncormal custom of those days,

the enemy movements and positions

were shown in blue and our own

movements and positions in red. It

may be thought that this telephone

battle has not much bearing on a study of the actual battle, but suffice

to say that on the day of the battle

itself, the blue lines of the enemy's

movements-as put on the maps during the exercise-required little adteration to conform to fact. The

timing was different, but the general

idea was there.

It must be explained that all this

time 22d Armd Brigade was in what was called "leager areas" some one to

two miles south of the selected defensive positions. Vehicles were in

"air dispersion" and covering a wide

area. Time was spent in improving

the defensive positions by handdigging, bulldozers and maintaining

tanks and guns.

Meanwhile, in order to strengthen

the armored situation, every effort was being made by the higher command to get forward the 10th Armd

Div under Gen Gatehouse, with 8th

Armd Brigade which was being reequipped with 3 regiments of new

or reconditioned Grant tanks. 10th

Armd Div Headquarters arrived in

the Alam Halfa area on about 27

August and 22d Armd Brigade was put under its command. Advance

parties of 8th Armd Brigade arrived

on 29 August, but main bodies of

this brigade didn't arrive until 30

August.

At this time the positions of

Eighth Army were as shown in

sketch map No. 1. At the southern

end of our line the 7th Armd Div,

consisting of the 4th Light Armd

Brigade and the 7th Motor Brigade

held the line of the minefield from

the left of the 3d New Zealand Div

to the southern edge of Deir el Munassib with 7th Mot Brigade. They

guarded the remainder of the minefield and the open flank back as far as Himeimat with 4th Light Armd

Brigade. This part of the front was

-9-

therefore rather lightly held.

Rommel's attack was expected any

night towards the end of the month.

In the 22d Armd Brigade, elaborate

preparations were made for alerting

the Brigade and moving to our defensive positions during the night in

"wireless silence."

On 30 August I was personally

not feeling my best; nothing serious,

but just the effects of heat, sand and

flies on top of the long summer battles and being slightly wounded during June. Being anxious to be as. fresh as possible, I had got up a spare ambulance truck which could

be made fly-proof and was a little

cooler than a bivouac tent. I had a

nap after lunch and went to bed

early. Shortly after midnight I was

awakened by gunfire in the distance.

and it was quite clearly more than some little affair.

The Attack Comes

I look outside and the sky is lit

up by flashes, so I get up and stroll over to my ACV (Armored Command Vehicle) to find that the staff

have not, as yet, had any reports;

I go out into the cool night air

again. To the northwest the shelling

seems to be dying down a bit, but

in the southwest the noise continues,

German Verey lights lob forward

and an occasional tracer tears across

the sky. I am called into the ACV

and find that ii formation has come

through. It seems that there is a

very determined attack against 7th

Mot Brigade towards the south of

the minefields and we are ordered to

our defensive position-to be ready

there by 0400 hours.

The code word is sent round the

units, the move to start at 0130 hours

-it is now 0100 hours. Bivouacs are

Montgomery, with Gatehouse (L) and

Roberts (R) compares the new German

long 75mm with other tank ammunition

Roberts
pulled down, signallers roll in the

cable, and navigator's tank moves

into position. At the appointed

time we move off and since we are

in "wireless silence" I can only hope

that all the units are moving too.

As dawn breaks and we are all

in our defensive positions, the tactical situation becomes a little clearer.

It appears that there had been a

small attack in the north which has

been completely held; fighting is still

going on in the center, but the situation seems in hand; in the south,

however, on the front of 7th Motor

Brigade the Germans appear to be

penetrating our minefields in spite

of heavy casualties. It is quite clear

that our part in the battle is some

hours away, so we all get down to

breakfast.

The morning is an anxious period

of waiting; there are two Stuka dive

bombing attacks, a fairly heavy one

on the Alam Halfa ridge itself and

a lesser one on the 1 RTR-the latter with no casualties. It does not

seem that our defensive position has

been located.

About 1100 hours it is clear that

strong enemy tank columns have

penetrated our minefields in the

south. The 4th Light Armd Brigade

is withdrawing; it is not clear what

7th Motor Brigade is doing.

As the morning wears on, the blue

marks on our maps indicating enemy

positions, continue to move eastWide World

In the morning the Stukas attack

Alam Halfa ridge

wards. What was 40 tanks moving

north has become 90 tanks moving

east; there are 3,500 mechanized

transports and guns reported; another 50 tanks are joining those

moving east. This is quite obviously

a large-scale affair. In the early

afternoon I feel the need of my own

direct information so I order out

two of the light squadrons to go up

to 5 miles south and southwest of

our positions and, without getting

involved, to report on any enemy

movement. At about 1530 hours reports from the right of the two

squadrons begin to come in

"Strong force of enemy tanks moving

northeast. Head of colum at figures

so-and-so." A little later "Column

consists of 180 enemy tanks. DirecSketch Map No. 1 -- deployment of the Eighth Army at the time of the attack

tion the same." They are coming

straight toward us. And then at

that moment there is another Stuka

attack and this time on 4 CLY.

There do not seem to be any casualties, but has the enemy become aware

of our complete position?

Now I can see the enemy myself

through my glasses. They are coming

straight up the line of the telegraph

posts which lead in front of our

position. There is some firing by

their leading tanks, presumably at

our light squadrons, so I instruct

these squadrons to come back but to

take it wide so as not to give our

position away.

On they come, a most impressive

array. And now they are swinging

east and look like passing us about

1,200 yards from our more forward

positions. I had given strict instructions that we would not open fire

until the enemy tanks were at under

1,000 yards range. Here was something of a dilemma. All our information has been passed back to Divisional Headquarters and I believe

that at this time Gen Gatehouse is

with Gen Horrocks on Alam Halfa

itself and a bit further east than we

are; it seems that he can see this

mass of enemy tanks about to pass

our position, at any rate at that moment he speaks to me personally on

the wireless as follows, "I don't want

you to think that we are in a blue

funk here or anything like that, but

if these fellows continue on as they

are doing you will have to come out

and hit them in the flank."

I immediately give orders for 4

CLY and 5 RTR to be prepared to

move out of their defensive positions, but no sooner have I done so

than the leading German tanks halt.

(position of head marked "A" on

sketch map No. 2.) so I cancel the

order at once. It is fascinating to

watch them, as one might watch a

snake curl up ready to strike. But

there is something unusual too; some

of the leading tanks are Mk IVs, and

Mk IVs have, in the past, always had

short barrelled 75 mm guns used for

close support work and firing HE

only, consequently they are not

usually in front. But these Mk IVs

have a very long gun on them; in

fact it looks the devil of a gun. This

must be the long-barrelled steppedup 75 mm the Intelligence people

have been talking about.

-10-
And now they all turn left and

face us and begin to advance slowly.

The greatest concentration seems to

be opposite the CLY and the AT

guns of the Rifle Brigade. (Eightyseven German tanks were counted

at this time opposite this part of the

front.) I warn all units over the air

not to fire until the enemy are within 1,000 yards; it can't be long now

and then in a few seconds the tanks

of the CLY open fire and the battle

is on. Once one is in the middle of

a battle, time is difficult to judge,

but it seems only a few minutes before nearly all the tanks of the Grant

squadron of the CLY were on fire.

The new German 75 mm is taking a

heavy toll. The enemy tanks have

halted and they have had their own

casualties, but the situation is serious; there is a complete hole in our

defense. I hurriedly warn the Greys

that they must move at all speed

from their defensive positions and

plug the gap. Meanwhile the enemy

tanks are edging forward again and

they have got close to the Rifle Brigade's AT guns, who have held their

fire marvellously to a few hundred

yards. When they open up they inflict heavy casualties on the enemy,

but through sheer weight of numbers some guns are overrun. The

SOS artillery fire is called for; it

comes down almost at once right on

top of the enemy tanks. This, together with the casualties they have

received, checks them. But where

are the Greys? "Come on the Greys"

I shout over the wireless "Get out

your whips." But there is no sign of

them at the moment coming over the

ridge and there is at least another

half hour's daylight left.

Meanwhile some of the enemy

have started to work round our left

flank and the 5th RTR is in action.

Although 1st RTR is not engaged,

I dare not move them from their

position because there seem to be a

number of German tanks still in reserve in the rear who could move

their way.

And now in the center the enemy

is edging forward again. The artillery is the only thing I have available to stop them so we bring down

all we can and again they are halted.

And then the Greys come over the

crest from the north; they have not

really been long but it has seemed an

age. I describe the situation to them

Sketch Map No. 2 -positions of 22d Armd Brigade on Alam Halfa ridge at

approximately 1700 hours 31 August

over the air as they come in sight

of the battlefield and charge down

the hill; they are quite clear of the

hole they have to plug and they go

straight in. The light is beginning

to fade and the situation in the center seems to be stabilized. But there

is a little trouble on our left; some

of the enemy have worked round

the 5th Tanks position and are now

coming on to our 25 pdr gun lines;

a glance at sketch map No. 3 will

show that they had not got much

further to go before they meet nothing. Accordingly, since the center is

now a little congested with the Greys

in most of the CLY's position I order

the CLY (what remained of them)

to move round to the left and cover

the gap between 5th RTR and the

44th Division's defenses. As darkness

falls, flashes and tracer are to be seen

on the left flank; the CLY have met

the enemy tanks but have halted

Sketch Map No. 3- the situation at approximately 2030 hours 31 August

-11-
Wide World

Co-ordination of the air and ground effort -indispensable key to final success

them, so we seem secure for the

night at any rate.

Meanwhile, in the center of the

Army front the enemy has been

driven off the Ruweisat Ridge by a

strong counterattack and have not

returned to the offensive. In the

south the 4th Light Armd Brigade

has withdrawn to the area of Gaballa

and the 7th Motor Brigade has withdrawn due east across the front of

22d Armd Brigade, but some 5 miles

to the south. Both these Brigades

were to do some fine harassing work

on the flanks of the enemy on the

following day.

It was hardly dark before the first

night-bomber passes over our heads

and drops a flare on the large concentration of enemy vehicles gathered on the open plain below us.

Bombs soon follow the flares, and

throughout the night an almost continous stream of bombers keep up

this not very concentrated, but

steady and relentless attack. This

was the start of continous day and

night bombing which was a very important factor in our success.

Within 22d Armd Brigade, as soon

as it is dark, patrols from the rifle

companies of the Rifle Brigade are

organized to go out with parties of

engineers and further immobilize

damaged enemy tanks to prevent

their recovery by the enemy. Personally, while ammunition and fitters'

lorries came up to arm and attend

to the tanks and while I await reports of casualties to men and vehicles, I order up my small mess truck

and have dinner. It all seems suddenly quite peaceful; my Brigade Second-in-Command, Col Roddick, and

I sit at our table under the stars and

forget the taste of bully stew and the

stress of battle with excellent brandy

and cigars recently brought up from

the flesh-pots of Alexandria.

Inevitably we discuss the events of

the day. Things are not too bad; the

Germans have not been so thrustful

as they were earlier in the summer,

if they had been they would have

taken advantage of that gap in the

center when one squadron of the

CLY had been "brewed-up." And

then they were slow finding our

flanks. Of course it is obivous that

neither side is as fresh as it had been

in May when the Germans had attacked the Gazala line; and it is easy

to say what the attacking side should

have done when one knows all the

details of the defense. But we are

not seeking excuses for failures-we

are just considering the facts. Even

in a tank it is no fun coming under

concentrated artillery fire, but, particularly when that fire is mainly of

25 pdr caliber, that should not halt

a tank attack. On two occasions it

had halted an attack on this day.

Obviously the enemy's morale is not

as high as it had been a few months

ago. And at the very moment we

are discussing these matters more

bombers are going over us and more

flares and bombs are being dropped

on their tank formations and supply

echelons. A comparatively sleepless

night will not improve their morale

for the morrow, and besides, the 8th

Armd Brigade is likely to come into

action the next day; our left flank

will be more secure. Of course there

are still elements of anxiety; will their

long-barrelled 75 mm guns decimate

another squadron? Will they press

round our right flank which has

been weakened by the move of the

Greys? But in spite of these disquieting thoughts we feel that we have

held them on the first and most important day; that we can do it again,

particularly as more reinforcements

are available.

As the brandy is finished and

cigars burn low, reports from the

units begin to come in. Taking the

-12-

Brigade as a whole, casualties have

not been high. In tanks, and I must

make it clear that I am referring

to Grant tanks only, the figure seems

to be about 20; 4 CLY had 12, 5

RTR 1 and the Greys 4. Seventeen

out of a Brigade strength of 87. Of

the AT guns, the Rifle Brigade has

had one section overrun and some

men have been taken prisoner; but

the remainder claim heavy enemy

casualties. One gun alone claims 5

enemy tanks, and the total for this

AT platoon is thought to be 19.

The armored regiments have their

claims too, though their figures are

less certain. A fair and conservative

estimate for enemy tank casualties

seems to be at least 30. Of course,

in such circumstances, one would

expect the attacker to have higher

casualties than the defender.

The night is uneventful; the

bombing of the enemy continues

and more locally there are small

clashes between our patrols and the

German tank recovery parties. (I regret to say that a few enemy tanks

were recovered from under our very

noses. The Germans were always

good at recovery and showed great

enterprise. On the other hand, a great

many more were permanently destroyed by our demolition parties.)

As dawn breaks on 1 September

we strain our eyes through our

binoculars to discover how the enemy's dispositons have changed during the night. Not much change is

evident, though it seems that the

enemy's forces are spread out rather

more widely and further to the east

than had been the case the previous

evening. Nothing particular hapPilots of the RAF - they dominate the

battlefield and leave the enemy helpless

Wide World
Dawn 1 September- we seek to discover changes in the enemy's dispositions

pens at "first light" and there is certainly no determined early attack.

However, it is not long before a

move seems to be made towards 5th

RTR's position and the CLY on the

left are also in action. Some enemy

movement is seen towards the east

and not long afterwards we hear that

the 8th Armd Brigade is in action.

We learn afterwards that they have

had a considerable battle with casualties on both sides, but the enemy's

the heavier. Our own positions, including my own Tac Headquarters,

are subjected to a certain amount of

shelling. During the morning, the

Corps Commander, Gen Horrocks,

visits me and his arrival coincides

with particularly concentrated gunfire. He and I share the safety of the

inside of my tank but my less fortunate artillery commander, who has

to remain outside, is heard to complain that we are being shelled by

25 pdrs; his Second-in-Command,

who is with him, mitigates the insult, however, by scornfully remarking that it is "only a 3-gun troop."

(It must be explained that certain of

our 25 pdr guns had been captured

during the retreat to Alamein and

that a troop normally consists of 4

guns.) We are, of course, in full

view of the enemy and there is no

doubt that Gen Horrocks' arrival

and the gathering of one or two

nearby officers who want to hear the

latest news are responsible for this

special attention by the enemy; nevertheless it is well worth it, as is

always a visit by Gen Horrocks. He

has that wonderful knack of inspiring confidence and enthusiasm

wherever he goes, and the raised

morale he leaves behind quickly

spreads to those he has not even

seen. He tells us that the battle is

going well; Monty has the whole

thing in hand and everything is going exactly according to plan; the

8th Armd Brigade is now up at more

or less full strength and the 4th

Light Armd Brigade is having a terrific time on the enemy's southern

flank and doing great damage. I tell

him that, as I had reported to my

Divisional Commander, I am a little

concerned about my right flank.

In the afternoon some pressure is,

in fact, exerted against our right

flank and it looks as if an outflanking movement might develop there.

Having nothing else available I order the light squadron of 1 RTR to

take up positions west of the 1 RTR

position and facing south, and should

the enemy advance in that direction

to delay them as much as possible.

Meanwhile, Gen Gatehouse informs

me that the 23d Armd Brigade will

be moved over from the coastal sector and protect my right flank from a

position on the high ground around

Deir el Hima. This is good news.

As it happens, however, the attack

in this area is not pressed home with

much determination. 1 RTR are engaged from their main position and

their light squadron engages the

enemy further west. This was sufficient to stop him and though 23d

Armd Brigade reached their new

position during the late afternoon,

I do not believe they were called

upon to fire a shot.

The day gradually draws to a close

and there is no "last light" determined attack by the enemy. In fact

on the whole of our front the enemy

has withdrawn out of tank range

and the last shots that are fired are

by the artillery.

Patrols during the night are again

organized but no contact is made.

The battle of Alam Halfa, as far as

22d Armd Brigade is concerned is

virtually over.

In the morning enemy artillery bombards our positions...

... we are beina shelled by the Germans usina our own 25 pounders