Battle of Hannut The Battle of Hannut ( not to be confused with the Battle of Gembloux Gap ) was a Second World War battle fought during the Battle of Belgium which took place between 12 and 14 May 1940 at Hannut , Belgium . It was the largest ever tank battle at the time . The primary purpose of the Germans was to tie down the strongest elements of the 1st French Army and remove it from the German ' s Army Group A main thrust through the Ardennes , as laid out in the German operational plan " Fall Gelb " , or " Case Yellow " , by " General " Erich von Manstein . The German breakout of the Ardennes was scheduled for 15 May , five days after the German attacks on the Netherlands and Belgium . The delay was to entice the Allies into believing the main thrust would , like the Schlieffen Plan in World War I , come through Belgium and then down into France . When the Allied armies advanced into Belgium , they would be tied down by German offensive operations in eastern Belgium at Hannut and Gembloux . With the 1st French Army flank exposed , the German could thrust to the English Channel which would encircle and destroy the Allied forces . For the French Army , the plan in Belgium was to prepare for a prolonged defence at Gembloux , some 21 miles to the west of Hannut . The French sent two armoured divisions to Hannut , to delay the German advance and give strong French forces time to prepare a defence at Gembloux . Regardless of what happened at Hannut , the French planned to fall back on Gembloux . The Germans reached the Hannut area just two days after the start of the invasion of Belgium . The French won a series of delaying tactical engagements at Hannut and fell back on Gembloux as planned . However , the Germans succeeded in tying down substantial Allied forces at Hannut which might have participated in the decisive blow through the Ardennes . The Germans failed to neutralise the French 1st Army completely at Hannut , despite inflicting significant casualties and it withdrew to Gembloux . There , the French once again scored tactical successes at the battle of Gembloux during 14 – 15 May . In the aftermath of that battle , although seriously damaged , the French 1st Army was able to retreat to Lille , where it delayed the " Wehrmacht " and was instrumental in the British Expeditionary Force ' s escape from Dunkirk . Background . Allied intentions . The Allied supreme commander General Maurice Gamelin committed his First Army Group , under General Gaston Billotte , and its strongest Army , the French 1st Army under General Georges Blanchard with the fully mechanised " Corps de Cavalerie " ( Cavalry Corps ) , commanded by General René - Jacques - Adolphe Prioux , to advance into Belgium to support the large but more lightly equipped Belgian Army . Gamelin expected the German attack to break the Belgian defences at the Albert Canal line rapidly — the Belgians had in any case indicated they would after four days withdraw to the planned allied front in central Belgium , the " Dyle Line " between Antwerp and Namur — and sought to quickly establish an entrenched front line centred on Gembloux , just north of Namur , to check what Gamelin foresaw as the main enemy effort ( " Schwerpunkt " ) of the campaign : an attempt to break through the " Gembloux Gap " between the rivers Dyle and Meuse with a concentration of armoured forces . As Belgium , the Netherlands , and Luxembourg would remain neutral until the German invasion of those countries ( " Fall Gelb " ) , it had proven impossible to adequately prepare positions for the French 1st Army . Therefore the Cavalry Corps was given the mission to execute a delaying battle , somewhere between Gembloux and Maastricht ( the likely crossing - point , where the Albert Canal connected to it , over the eastern bend of the Meuse ) , to prevent the enemy from reaching the Gembloux area until the eighth day of an invasion and to allow the 1st Army sufficient time to dig in . The Cavalry Corps had been created on 26 December 1939 , containing both then existing armoured divisions of the Cavalry , the " 1re Division Légère Mécanique " ( " 1st Mechanised Light Division " ) and the " 2e DLM " . On 26 March 1940 however , 1st DLM was given the mission , in case of an invasion , to establish a connection with the Dutch Army near Breda ; this experienced active division was therefore removed from the Cavalry Corps . It was replaced by the " 3e DLM " , recently constituted on 1 February , manned with reservists and still insufficiently trained . Nevertheless , Prioux still considered his forces sufficient to either contest a river - crossing at Maastricht , or wage a manoeuvre battle or , as a third alternative , defend an improvised line . He was at liberty to choose any option , provided the enemy was kept from Gembloux long enough . He decided to keep all possibilities open and act as the situation would demand . German intentions . The German plan for this sector called for an assault by airborne and shock troops to take Fort Eben - Emael and the Meuse and Albert Canal bridges , thus opening a way through the Dutch and Belgian defences for the " 4 . Panzerdivision " ( 4th Panzer Division ) , and bring the Albert Canal defensive line to a premature collapse . Once this breach was made , General Erich Hoepner ' s XVI Army Corps , and Army Group B would assume control of the 4th Panzer Division , the 3rd Panzer Division and the 20th Motorised Infantry Divisions . Hoepner ' s mission was to quickly launch his Corps from the bridgehead , seize the area around Gembloux before the French infantry divisions could entrench themselves there , and by thus conforming to the worst fears of the French High Command draw all modern Allied forces and their reserves to the north , away from the main thrust through the Ardennes . This would enable the Wehrmacht to cut the French First Army , the BEF and the Belgians off by a swift advance to the English Channel leading to a giant encirclement . The action was basically a feint to tie down the Allies in the north so they could not interfere with the main thrust through the Ardennes . Opposing forces . Allied forces . The Battle of Hannut became the largest tank battle of the campaign . The French DLMs had two " Brigades Légères Mécaniques " each , one of these , the " combat " brigade , contained two tank regiments , each regiment having a medium tank squadron equipped with the SOMUA S35 , and a light tank squadron fielding the Hotchkiss H35 . Its organic strength was 44 S35s and 43 H35s ; also eight armoured command vehicles were present . The other brigade contained a reconnaissance regiment , equipped with 44 Panhard 178 armoured cars organised in two squadrons , and a mechanised infantry regiment equipped with 126 Laffly S20 TL personnel carriers . Three organic AMR ( " Automitrailleuse de Reconnaissance " ) squadrons of 22 tanks each were also included as were three armoured command vehicles . The " 2e DLM " used AMR 35 tanks for this rôle , but as the production of this light tank had been discontinued , " 3e DLM " employed H35s instead . Each DLM thus had an organic strength of 240 tanks and 44 Panhards , for a total of 176 SOMUA S35s , 238 Hotchkiss H35s , 66 AMR 35s and 88 P 178s , including the organic matériel reserve . The " 3e DLM " used " modifié 39 " versions , a swifter , improved version of the H35s , that today is often referred to as the " H 39 " , but also had a single AMR squadron of 22 vehicles of the slower original batch of four hundred , that were exclusively present in " 2e DLM " . Most Hotchkiss tanks of both versions were fitted with the short , 37 mm 21 caliber SA 18 gun , which proved a poor antitank weapon . Some platoon and squadron commander ' s vehicles had been fitted with the more powerful 37 mm 35 caliber SA 38 gun , totalling about a fifth of the total number of Hotchkiss tanks . The organisation of " 2e DLM " was : " 3e BLM " as a combat brigade , with " 13e Dragons " and " 29e Dragons " tank regiments ; the second brigade was " 4e BLM " with " 8e Cuirassiers " reconnaissance regiment and " 1er Dragons " mechanised infantry regiment . The " 3e DLM " had " 5e BLM " with " 1er Cuirassiers " and " 2e Cuirassiers " tank regiments and " 6e BLM " with " 12e Cuirassiers " reconnaissance regiment and " 11e Dragons " mechanised infantry regiment . German forces . Like their French counterparts the German armoured divisions each had an armoured brigade ( " Panzer - Brigade " ) with two tank regiments ( " Panzer - Regimenter " ) . The latter were divided into two tank battalions ( " Panzer - Abteilungen " ) ; each tank battalion had , apart from a staff company , two light companies of nineteen battle tanks , in theory mainly equipped with the " Panzerkampfwagen " III , and a medium company of fifteen battle tanks using the " Panzerkampfwagen " IV . Due to a shortage of these types , the positions were actually in majority filled with the light " Panzerkampfwagen " II and even " Panzerkampfwagen " I . The exact numbers of each type on 10 May available to the German armoured divisions are known : 3rd Pz . Div . had 314 battle tanks in its " 3 . Panzer - Brigade " consisting of " 5 . " and " 6 . Panzer - Regiment " : 117 PzKpfw Is , 129 PzKpfw IIs , 42 PzKpfw IIIs and 26 PzKpfw IVs ; 4th Pz . Div . had 304 battle tanks in its " 5 . Panzer - Brigade " consisting of " 35 . " and " 36 . Panzerregiment " : 135 PzKpfw Is , 105 PzKpfw IIs , 40 PzKpfw IIIs and 24 PzKpfw IVs . " XVI . Armeekorps " thus had a total of 618 tanks : 252 PzKpfw Is , 234 PzKpfw IIs , 82 PzKpfw IIIs and 50 PzKpfw IVs . Besides these battle tanks , 3rd Pz . Div . had 27 " Befehlspanzer " tracked command vehicles with only machine - gun armament and 4th Pz . Div . ten . Each division also had about 56 armoured cars . Most PzKpfw IIs of " XVI Armeekorps " had not yet been uparmoured to the new 30 mm standard and were thus vulnerable to even the French 37 mm L / 21 gun . As the French mechanised infantry regiments had three mechanised infantry battalions , total infantry strength of the " Corps de Cavalerie " ( CC ) was six battalions . " XVI . Armeekorps " had seven motorised infantry battalions . The French units were only lightly equipped with antitank - guns : twelve 25 mm and eight 47 mm SA 37 guns per division ; and anti - aircraft guns : six 25 mm guns per division . Also , there was an imbalance in artillery : the French Mechanised Light Divisions each had 36 pieces against 68 ( including 24 7 . 5 cm " leichtes Infanteriegeschütz " 18 ) per " Panzerdivision " . This was not set off by Corps artillery ; the Germans had four attached artillery regiments and a heavy battery ; the French CC only two 75 mm field gun regiments ( and a group of twelve 25 mm antitank - guns ) as corps troops . The specialized " VIII . Fliegerkorps " of the " Luftwaffe " , with some 300 Junkers 87 dive bomber s and 42 Henschel Hs 123 biplanes , plus some 130 Messerschmitt 109 fighter aircraft , stood ready to support the " Panzers " . The " IV . Fliegerkorps " and " IX . Fliegerkorps " added some 280 medium bomber s and over 500 Messerschmitt 109 and Messerschmitt Bf 110 heavy fighter s , some of which would also be at Hoepner ' s disposal . Prelude to engagement . Prioux ' s mistake . Billotte suggested to Prioux that he might force his armour further east to support the Belgian Army . But Prioux , unimpressed by the Belgian defence and fearing to concentrate his force in the open beneath a dominant " Luftwaffe " , preferred to deploy his dragoons and supporting arms further back in a line of strong points , with his tanks behind them to counterattack enemy penetrations . Billotte accepted his decision and , impressed by the need for haste , added that the First Army Group would advance by day as well as by night , despite the threat of the " Luftwaffe " , in order to reach Gembloux . Thus Prioux need stall the Panzers only until the dawn of 14 May . At 11 : 00 A . M . on 11 May , Billotte diverted most of the French 23rd Fighter Group ( " Fighter Groupement 23 " ) to cover the advance of the First Army and its neighbouring units . After more fighters had been removed for bomber escort missions , few fighters were left to cover the cavalry . The Allied bombers concentrated on retarding the dangerous advance of Hoepner ' s Panzers . Prioux ' s ground reconnaissances fell back before the Panzers , toward the main body of French cavalry , which was established in strongpoints along a 40 km front with the 2d DLM from Huy on the Meuse and north , then westward along the Mehaigne creek . The 3d DLM formed a front from the area of Crehen to Orp and then northward along the Petite Gette stream to the area of Tirlemont . The battleground which Prioux chose consisted of a plateau with occasional woods , a dense road network , extended localities and a few isolated large farms . The Mehaigne and Petite Gette were small streams flowing within two - to - three - meter - deep rock cuts with many crossing points , often fordable by tracked vehicles , and offering good cover for would - be infiltrators . But the key terrain feature was the ridge running from Hannut through Crehen and Merdorp . North of the ridge , the Petite Gette flowed north into the Escaut River , south of it , the Mehaigne flowed south into the Meuse . This ridge formed a natural corridor for mechanized forces . By placing the 3e DLM on a 17 km front , only 11 km were partially covered by anti - tank obstacles . Prioux was straining the limits of French doctrine . The French cavalry manual of 1939 ( General Langlois was one its authors and was now commanding the 3e DLM ) had considered the case of a DLM assigned to mask a breach in the front until reinforcements could arrive . In such a case , the manual ruled , command would be decentralised . The division should place a combined - arms force on each flank of possible penetration . Then the commander would move his artillery and his reserves to maintain a continuous line of fire . But , if the enemy attacked in force along the whole front , this defence transforms itself into a manoeuvre of retreat . The manual added that a DLM could retreat on a front of no more than 10 to 15 km in average terrain . In the event of the front ' s extension , the absence of anti - tank obstacles , and a formidable enemy , a withdrawal should be made . French doctrine warned that on a wide front on open terrain against massed armour , the DLM was to abandon the decentralised defence and to concentrate its forces for action . Prioux did not follow these directions . French deployment . The French command articulated its cavalry front on May 11 . On the left , the 3e DLM under General Langlois , its front divided into northern and southern sectors . The northern sector , commanded by Colonel Dodart des Loges , had , from north to south , the 12th Cuirassiers ( division reconnaissance regiment ) , in touch with British and Belgian cavalry in the Tirlemont area , then a line of two battalions of the 11th Dragoon Regiment ; the 3rd Battalion holding six kilometers along the Petite Gette around Opheylissem , with 21 Hotchkiss tanks plus another such squadron from the 1st Cuirassiers battalion and supported by 21 75 mm guns from the Cavalry Corps reserve ; and the 2nd Battalion holding five kilometers along the Petite Gette southward to Orp , similarly with its own Hotchkisses plus another squadron from the 1st Cuirassiers and supported by 12 75mm artillery from the 76th artillery . Behind this sector stood one squadron of SOMUA tanks of the 1st Cuirassiers at Marilles . General de Lafont commanded the five kilometer southern sector of the division astride the dangerously open terrain facing Hannut . Lafont had the 1st Battalion of the 11th Dragoons in strongpoints at Thisnes , Wansin , and Crehen , with their Hotchkiss squadrons plus an additional Hotchkiss squadron each in Crehen and Thisnes from the 2nd Cuirassiers , supported by 21 75 mm artillery guns and 12 105 mm guns from the 76th Artillery . One SOMUA squadron of the 1st Cuirassiers at Jauche and two such squadrons from the 2d Cuirassiers at Jandrenouille and Merdorp formed the sector reserve . South of Crehen the 2nd DLM was positioned , covered along almost the whole of its front by the Mehaigne creek , down to Huy on the Meuse river . Battle on 12 May . Morning actions . On 12 May " 4 . Panzerdivision " raced to seize their first objective , Hannut , reaching the area that morning . General Hoepner ordered the 3rd and 4th Panzer Divisions ( 3rd Pz . Div . and 4th Pz . Div . ) to concentrate on and secure Hannut to secure the 6th Army ' s flank . Noting his lack of fuel and his divisions artillery and infantry support that had not yet caught up with the armour , which made an immediate assault on Hannut risky , Major - General Stever of the 4th Pz . Div . requested an air - drop of fuel . Concluding that he was only facing one French battalion , he engaged the French defences . That morning the 4th Pz . Div . made contact with a French Armoured force of some 25 tanks . The 4th Pz . Div . claimed seven of the French tanks for no losses . Allied air units also concentrated on his unit , which could have made Stever ' s mission more difficult . The RAF sent over 38 bombers , losing 22 . The Arme de l ' air sent two expeditions , one including 18 of its Breguet 693 bombers on their maiden mission , losing eight . The 85 Messerschmitt 109 s of " Jagdgeschwader 27 " ( Fighter Wing 27 ) flew 340 sorties that day , claiming 26 Allied aircraft for the loss of four fighters . German anti - aircraft artillery ( AAA ) claimed another 25 . But that afternoon General Georges suddenly ordered air priority away from the Belgian plain to the threatened center of his front further south in the Sedan area . Prioux ' s cavalry formations now had little air cover . Having surrendered the initiative and with only limited air reconnaissance , Prioux could only wait to see where the Panzers would concentrate . His right flank he anchored on the Meuse . He held Huy with two battalions of motorised heavy infantry plus some dragoons and artillery . His left was in touch with British light cavalry and parts of the Belgian Cavalry Corps delaying the enemy along the axis St . Trond - Tirlemont . German armoured cars followed by infantry infiltrations probed toward Tirlemont that afternoon , leading the French Cavalry Corps to order a squadron of tanks plus one of the divisional reconnaissance groups at its disposal to the area . British reinforcements also reached the scene . The German effort was essentially a reconnaissance and diversionary probe . The main preoccupation of both sides was the open area around Hannut . On the ground , Stever ' s 35th Panzer Regiment advancing toward Hannut ran into fierce resistance . The French armour was deployed under cover and during the battle counter - attacked several times . The French forces then yielded Hannut without a fight . German forces attempted to outflank the town , unaware of the retreat . Some 50 light Panzers ran into the French strongpoint at Crehen . French defences equipped with 21 Hotchkiss tanks of the 2d Cuirassiers , supported by parts of the 76th Artillery Regiment plus fire from the nearby 2d DLM . The dragoons lost heavily , but it was the Hotchkisses which carried the burden of the defence , despite the loss of their commander . Firing from prepared positions , German medium tanks attempted to pin down the French while the light tanks moved around the French position . The main French forced retreated to Medorp . The encircled 2d Cuirassiers were freed by an armoured counterattack from the 2DLM . SOMUA S35s breached the German line and the French units broke out , suffering heavy losses in the process . The right flank of the 4th Pz . Div . was now dangerously exposed . Evening action . Rushing from the German staging area at Oreye , some 11 km to the northeast of Hannut , the 3rd Pz . Div . moved up to cover this threat . At 16 : 30 P . M , German 6th Army requested air reconnaissance . The " Luftwaffe " reported French armour at Orp and motorised units at Gembloux . Reichenau , commander of the German 6th Army , ordered Hoepner to send XVI Corps forward to Gembloux to prevent the French from organising a defence , but Hoepner continued to worry about his stretched supply lines and especially his exposed flanks . His neighbouring IV Corps had elements in the St . Trond area probing toward Tirlemont , worrying Prioux , but the XXVII Corps was still held up north of Liege 38 km east of Hannut , leaving Hoepner ' s southern flank exposed . The German solution was to build an advance guard of one Panzer battalion and one rifle battalion supported by two artillery groups to push forward to Perwez , 18 km south west of Hannut , if possible . But Stever ordered his guard that if they met serious resistance the attack was to be halted . The force advanced under heavy air and artillery cover against the French strongpoint at Thisnes , and simply ignored the French counterattack at Crehen in its rear . The streets of Thisnes were barricaded . Heavy French artillery and other fire met the attack , stopping the tank company on point . The remainder of the German force flanked the French position to their right , though poor visibility hampered the movement . The guard finally reached the western edge of the town , only to meet strong artillery fire from the neighbouring French strongpoint in Wansin which continued to increase . The force was ordered to regroup its tanks and riflemen and to secure a perimeter . But before this could be done , French SOMUAs counterattacked knocking out the Panzer Regiment commander ' s tank . After hard fighting both French and German tanks pulled back in the darkness , stumbling into each other on occasion . The French retreated to Merdorp and the Panzers to the Hannut area . At 20 : 00 Stever spoke to Hoepner , telling him he was certain two French mechanised divisions were before him , one to his front and one behind the Mehaigne river . Both agreed to mount a major offensive the next day . According to the plan the 4th Pz . Div . would concentrate to Gembloux ' s right and operate jointly with the 3rd Panzer , which would receive air support from " Fliegerkorps VIII " . The Germans attacked that night , testing the French defences . The French strongpoint at Wansin fought all night against German riflemen , finally withdrawing in the early hours of 13 May . The front of the 3rd DLM remained , holding positions near Tienen , Jandrenouille and Merdorp . The 2nd DLM also held its original front . The only breach of the line occurred at Winson , where the 2nd DLM met the 3rd DLM . Hoepner had failed to take his objective . " On the very first day , French armour — contrary to German reports — definitely emerged victorious " . Battle on 13 May . Morning actions . To the south - east of the plain , German forces began their assault over the Meuse River : the Wehrmacht ' s principal effort . To the north , General Hoepner launched spoiling attacks and tied down the powerful French First Army , so that it could not intervene . Hoepner believed the newly arrived 3rd Pz . Div . had only weak enemy forces before it ; the 4th Pz . Div . on the other hand , he believed , faced strong French mechanised forces at Hannut and Thisnes — which the French had in fact already abandoned — and possibly a second French mechanised division south of the Mehaigne . The Luftwaffe struck in the late morning to soften the enemy defences . The 3rd Pz . Div . advanced on Thorembais . The 4th Panzer was to move in parallel on Perwez , against an expected strong Belgian anti - tank line . XVI Army Corps thus fell back on the 6th Army ' s instruction to push immediately on Gembloux . The French 12th Cuirassiers and to the south the 3rd Battalion of the 11th Dragoons , fought off waves of German infantry supported by armoured vehicles . The German 18th Infantry Division still penetrated their positions . The French command planned to counter - attack with tanks from the 1st Cuirassiers unit to restore their lines , but dropped those plans due to developments on the rest of the 3rd DLM ' s front . In the afternoon the French command ordered a retreat . The Allied force escaped as the German infantry was too slow in following up their success . The 2nd DLM was positioned just south of the planned axis of Hoepner ' s attack . In the early morning the 2nd DLM sent some 30 SOMUA S - 35s from the Mehaigne to the line Merdorp - Crehen to relieve the pressure on the 3rd DLM . The attack was repulsed by heavy enemy tank and anti - tank fire near Crehen with crippling losses . General Bougrain , commanding the 2nd DLM , signalled enemy infiltrations and attacks by armoured cars over the Mehaigne river at Moha and Wanze , just north of Huy , attacks which threatened to cut off the large Belgian garrison in Huy . Bougrain diverted his tank reserves to try to retrieve the situation . At 15 : 00 a French reconnaissance aircraft reported large concentrations of German armour south - east of Crehen . The 2nd DLM no longer had reserves available to intervene . Bougrain ' s Dragoons and motorised infantry were strung out in a series of isolated strongpoints and thus were vulnerable to infiltration . Bougrain refused the offer of the Belgian III Corps , retreating through his front from the Liege area , to reinforce his troops on the Mehaigne river . Prioux ' s lack of attention to French defensive doctrine and concentration had allowed decentralised command to continue which damaged the French operational performance which created problems for the French defence . The German command for its part , worried by the potential of the 2d DLM to interfere with its main attack , juggled force marching infantry units between its XVI and XXVII Corps and scraped together four units from the 35th , 61st , and 269th Infantry Division advancing via Liege , along with air support and some armoured cars . These forces infiltrated between the French strongpoints north of Huy and drew out Bougrain ' s armour . This critical German success - tying down French armour with infantry freed Hoepner to concentrate against Prioux ' s front west of Hannut . Had Bougrain concentrated his armour for an advance to the north or northeast , he might have caused untold problems for the German plan . But Prioux gave him no such mission . The real focus of the battle on 13 May lay west of Hannut . An order arrived from the 6th Army to Hoepner , not only to break through to Gembloux , but to pursue the enemy west of that position . Hoepner concentrated all of his Corps ' s Panzer and rifle battalions , including about 560 operational tanks , aided on their right by the 18th Infantry Division of the IV Corps , on a front of some 12 kilometers . The 3rd Panzer on the north facing Marilles and Orp , the 4th Panzer facing Thisnes and Merdorp . The 3rd Panzer Brigade of the 3rd Panzer Division moved out at about 11 : 30 . with its 5th Panzer Regiment on he right and its 6th on the left , the Brigade Commander moved forward with the 5th Regiment . By noon the tanks were in action in the barricaded and mined towns along the Petite Gette river . After 90 minutes of heavy fighting , both Panzer regiments succeeded in pushing elements of the French defenders over the stream , the 5th before Marilles , the 6th at Orp . The German command ordered most of the 6th Regiment to turn south toward Jandrain and Jandrenouille , where the terrain was more favourable and they could aid the 4th Panzer Division . Operating on the east and west bank of the Petite Gette , the 6th Regiment ran into French armour in the Orp area , and was then attacked by further French armour . The German battalions combined to defeat the attack . Tank battle at Orp . The German forces attacked in the afternoon . The 3rd Pz . Div . on the north facing Marilles and Orp , the 4th Pz . Div . facing Thisnes and Merdorp . The 5th and 6th Panzer regiments of the 3rd Panzer Division faced an attack by French armour , and both sides clashed while on the offensive . The Panzers were numerically superior and could be seen moving in large formations while the French operated in small groups and fired more slowly . From 15 : 00 to 15 : 48 the 3rd Panzer Brigade issued repeated , urgent calls for anti - tank units and the Luftwaffe to deal with French tanks . The 2nd Battalion , 5th Panzer Regiment , still opposite Marilles , suddenly found itself attacked in the flank and rear by " superior " French armoured forces . The 3rd Panzer Brigade war diary recorded the 15 minutes during which the 2nd Battalion stood alone . The 1st Battalion , 5th Panzer Regiment , seeing victory on the left , sent the 1st Battalion back to his right , bringing the fight before Marilles to a successful conclusion at about 16 : 00 . As the riflemen secured Orp , the Panzers put out an urgent call for 37 and 75 mm ammunition . That morning the strongpoints of the 2d Battalion , 11th Dragoons suffered serious losses to air and artillery bombardment , while German motorcyclists followed by armoured cars searched for infiltration and crossing points . From about 11 : 30 , the 3d DLM signalled some 80 Panzers opposite Marilles , some 100 before Orp . The dragoons defended their strongpoints supported by their organic Hotchkiss squadron , but their resistance began to crumple at about 13 : 30 as German numbers and lack of munitions told . Colonel Dodart des Loges , commanding the northern sector of the 3rd DLM front , ordered a retreat , As the remaining dragoons withdrew , their Hotchkiss H35 tanks together with two Hotchkiss squadrons from the 1st Cuirassiers counter - attacked . The French pushed the German armour back to the stream . Losses were about even , the French claiming six Panzers for the loss of four . Colonel de Vernejoul commanding the 1st Cuirassiers dispatched 36 SOMUA S - 35s to halt German armour advancing from Orp to Jandrain . German armoured forces then surprised the French as they attacked . An equal number of Panzers attacked from cover defeating the French attack . This offensive was the principal effort of the 3rd DLM to check the 3rd Pz . Div . The 2nd DLM launched raids against the still vulnerable flanks of the 4th Pz . Div . , and some small groups of French tanks broke through but were quickly dealt with by the German 654th Anti - tank battalion , attached to the 4 Pz . Div . Apart from these isolated and sporadic raids the 2nd DLM did not make any further attempts to attack the 4th Pz . Div . ' s flank . Afternoon actions . In the afternoon the 4th Pz . Div . began an assault on Medorp . As the French artillery opened fire and German artillery responded , the French pushed armour into the abandoned town and skillfully changed position making the Panzers struggle to strike their targets . The German tanks decided to bypass the town around its left flank , but this exposed the German infantry who were forced to give ground against encroaching French armour . The Panzers quickly did a u - turn and engaged the French in the open . Initially the French held the advantage due to their superior armour and firepower , but German tactics of " schwerpunkt " , concentrating their armour on the vital point , began to tell . Small groups of French infantry infiltrated and attacked from the rear but German infantry crushed any resistance . At this point the 3rd Pz . Div . and 4th Pz . Div . were advancing to Jandrain . Outside the town a bitter tank battle took place . The Panzers prevailed through numbers and reported 22 French SOMUA S - 35s totally destroyed . The German forces secured the area and town . German forces reported taking 400 prisoners , and capturing four and five tanks . The French forces , the 2nd and 3rd DLM , began a general retreat westward . The Panzer Divisions , no longer fearing an attack on their flanks , advanced and engaged the remnants of the enemy in the evening . The 3rd Panzer Brigade claimed a tally for the day of 54 French tanks knocked out , 36 by the 5th Panzer Regiment and 18 by its sister unit ; 3rd Panzer Regiment . Its own losses were listed as " slight " . The 6th Panzer regiment reported a provisional loss total of only two tanks . The Germans suffered many more tanks disabled , but as the battlefield was secured a great many were repaired . The remainder of the 3rd DLM was in line behind the Belgian antitank obstacle on the front Beauvechain - La Bruyere - Pietrebais - Incourt - Perwez . The next morning the 2nd DLM fell back into line south of Perwez . Battle on 14 May . Attack on Perwez . The German attack on Perwez came in the morning of 14 May . General Stumpff ' s 3rd Pz . Div . was to engage the new Allied line near Gembloux , whilst General Stever and the 4th Pz . Div . were to break through its centre at Perwez . Hoepner ordered the attack to commence without infantry support , but could not break through the French positions . The 4th Pz . Div . engaged French armour , which resisted heavily in wooded areas around Perwez . After hard fighting the French defences were destroyed with the help of German infantry . The French First Army had redistributed and spread its tank battalions behind the infantry . Spread out and unsupported , they were defeated by the concentration of numerically superior German combined arms teams . The 3rd Pz . Div . was halted due to fierce resistance from 2nd DLM . Bitter fighting resulted and the appearance of large numbers of French tanks panicked the German Command into thinking a major counter - attack was developing , when in fact they were just rearguard actions . Both sides suffered significant losses in armour , but as night fell the 2nd DLM halted rearguard actions and the German Command regained its composure . The Allied forces had gained themselves time to reorganise their forces to respond to another major German assault on 15 May . Aftermath . The German PzKpfw III and IV were the only German tanks capable of matching the SOMUA S35 in battle . The SOMUA S35 was generally considered to be the most formidable tank during the campaign in the west . Despite being outnumbered by odds of two to one , the German forces still managed to defeat the qualitative and numerical superiority of the French . The Germans saving grace was their superior tactical deployment . Using radio and mobility they constantly outmanoeuvred the French , who used rigid , static positioning as in the First World War . The French tanks could not communicate with such fluidity or rapidity . Thus tactical and operational expedience was lost , and prevented effective coordination . The German tanks also had more crew members , so the commander could concentrate on command tasks ; in contrast , French commanders had to act as gunner and assistant gunner as well . The German plan failed to forestall the French 1st Army at Gembloux , despite their victory over the 3rd DLM . Still , Hoepner ' s advance to the Belgian plain tied down the Cavalry Corps and part of the French First Army while the decisive German assault succeeded across the Meuse to the south - east . The Germans had hoped that Hoepner ' s panzers and their neighbouring corps would tie down and neutralise the threat of the First Army . However on 15 May , forces of the First Army , properly settled into position , checked the " Panzerwaffe " which gained them time and space to manoeuvre . In the end it was the First Army which , sacrificing itself , held up the bulk of the Panzers which had broken through to the Southeast , enabling the British Expeditionary Force and other French units to escape from Dunkirk .