Battle of Gembloux ( 1940 ) The Battle of Gembloux ( or Battle of the Gembloux Gap ) was a battle fought between French and German forces in May 1940 during the Second World War . On 10 May 1940 , Nazi Germany ' s armed forces , the " Wehrmacht " , invaded Luxembourg , The Netherlands , and Belgium under the operational plan " Fall Gelb " ( Case Yellow ) . The Allied Armies attempted to halt the German Army in Belgium , believing it to be the main German thrust . After the Allies had fully committed the best of the Allied Armies to Belgium on the 10th through the 12th of May , the Germans enacted the second phase of their operation , a break through , or sickle cut , through the Ardennes , and advanced to the English Channel . Unaware of the German plan , the French Army intended to halt the German advance into central Belgium and France by organising two defensive positions at the towns of Hannut and Gembloux . They committed their strongest field force , the French First Army , to the defence of the Gembloux — Wavre axis . French armoured forces were sent to form an advanced guard , or screen , at Hannut , in order to delay German forces while preparing their main defence at Gembloux . In the aftermath of the Battle of Hannut , some to the northeast , the town of Gembloux represented the last major prepared defensive position for the French on the Belgian front after the withdrawal from Hannut . Throughout the two - day battle , the French repeatedly defeated attempts by elements of the German Sixth Army to break through or circumvent French defences . However , in operational terms , the damage done to the French First Army , and developments elsewhere , forced it to retreat from Gembloux , out of Belgium and eventually toward the city of Lille inside the French border . The retreat caused the absence of coherent defence on the central sector of the Belgian front which in turn allowed the " Wehrmacht " to advance its operations toward French territory and subdue central Belgium . In strategic terms , the battle was inconclusive . Both sides benefitted from the engagement . For the " Wehrmacht " , it delayed and distracted the most powerful French Army from their decisive breakthrough point near Sedan , which allowed the Germans to achieve their strategic goals as laid out in " Fall Gelb " . However , the French First Army survived the initial battles and diverted German forces from the Battle of Dunkirk . Background . German intentions . Between industrial northern France and Paris on the one hand and the industrial Rhine - Ruhr River basin of Germany on the other , the plain of central Belgium was a natural route of invasion . A ridge running roughly northeast to southwest through the Gembloux area forms a watershed : to the west streams flow into the Escaut ( Scheldt ) River , to the east , into the Meuse ( Maas ) . This was the Gembloux gap , which was ideal manoeuvre terrain . The German plan called for the German Sixth Army to push its mechanised and motorised formations into the Belgian plain and strike at Gembloux , defeating or at least tying down the Allied " corps de bataille " , while the main German thrust through the Meuse River cut off the Allied forces in Belgium and northern France . General Walter von Reichenau , commanding the Sixth Army , reckoned that he would meet Allied motorised forces in the Dyle River — Namur area from the second day of operations , with troops brought up by railway from the fourth day . He chose to concentrate his attack between Wavre and Namur where prepared defences seemed the weakest . Air power , in the shape of the " Luftwaffe " s medium bomber s were to hinder the march of Allied units into Belgium . French intentions . The French command was sure that there would be a major German effort on the Belgian plain , and the high command decided to send a limited but powerful " corps de bataille " of the French First Army , including the majority of the French ( and Allied ) mechanised and motorised troops , forward to halt it . However , French doctrine opposed an encounter battle with an enemy superior in the air , nor was the command willing to invest more than a limited amount of French manpower in what was likely to prove a bloody battle . The First Army , commanded by General Blanchard , received the critical mission of holding the Gembloux gap . Blanchard ' s army would have to advance some from the Franco — Belgian frontier . In the process , its front would shrink from some to in the Gembloux gap , where the Belgian army was to prepare defences for it , an important advantage . This also meant cramming the army down a funnel , rendering it vulnerable to the aircraft of the " Luftwaffe " . The high command allotted Blanchard his conventional infantry installed on the frontier plus advance formations of motorised infantry divisions and the 1st DCR ( " Division Cuirassee de Reserve " , or " Heavy Armored Division " , including some 70 heavy tanks ) . Blanchard was concerned about the " Luftwaffe " . He received no more than a third of the anti - aircraft weaponry he requested and decided to move his troops only at night . This meant that he would require at least eight days to dig in his infantry divisions , only three of which were motorised , before the " Panzers " arrived , otherwise , " it would be an encounter battle delivered under the worst conditions . " General Gaston Billotte — commanding the Allied First Army Group to which the French First Army belonged — insisted that First Army have a force of powerful armour to guarantee holding the Gembloux gap . He wanted to have two DCRs operating under an armoured corps , with the 1st DCR ready for action by the sixth day of operations . He designated three axes of counter - attack of which one ( Mellery - Gembloux ) would in fact be used during the Battle of Gembloux . He also warned that enemy armour might attack the position from the sixth day of operations ( in fact , they attacked one day earlier ) , but General Alphonse Joseph Georges — Billotte ' s superior — refused to commit the 2nd DCR in advance . In practice , the 1st DCR was ready for action by the morning of 14 May ( the fifth day of operations ) . The Allies also agreed that the British Expeditionary Force would move forward between Blanchard ' s army and the positions allotted to the Belgian army , to a front along the Dyle River . Unlike the French First Army , the BEF planned to move both by day and by night . An important consideration in the Allied plan was the assurance that the Belgian army would prepare defences in the Gembloux gap which was now the centre of the Dyle position . The first trace of this Belgian position used the Namur — Brussels railroad line as the basic anti - tank obstacle , in accordance with French intentions . As the German invasion was repeatedly postponed , the Belgian command revised the trace eastwards in the hope of " dragging " the future French front closer to the German - Belgian frontier . The results were that on 10 May there was only a partial anti — tank obstacle east of the position chosen by the French command , while around Gembloux itself defences barely existed . French intelligence was at least partially aware of this ; nonetheless , the French command was taken by surprise by what it found on the terrain from 10 May . Battle of Hannut . The French armour had delayed a collapse of the First Army ' s position at Hannut and retreated to their second line of defence at Gembloux , some to the southwest . The French and German tanks had exacted a heavy toll on each other . In terms of battlefield casualties , the French had knocked out 160 German tanks for 105 losses . However , retreating from the battlefield lost the French many of their knocked - out tanks , while the Germans repaired nearly ¾ of their disabled vehicles ; only 49 tanks were destroyed , while 111 tanks were repaired . German casualties were 60 men killed and another 80 wounded . Hoepner now pursued the retreating French despite warnings from the 4th " Panzerdivision " s 35 . " Panzer " Brigade that the depletion of its forces after Hannut meant any further damage would be tantamount to " suicide " . Being impatient , Hoepner did not wait for his infantry divisions to close up . Instead , he hoped to continue pushing the French back and not to allow them time to construct a coherent defence line . The " Panzer " Corps ran into retreating enemy columns and did succeed in inflicting heavy losses . The pursuit also created severe problems for French artillery . The combat was so closely fought that there was a risk of casualties to friendly fire . Nevertheless , the French set up new anti - tank screens . Lacking infantry support , Hoepner was forced to attack these positions head on . The two " Panzerdivisions " reported heavy losses on 14 May and were forced to slow their pursuit . In the aftermath of the battle , the French armoured units were joined by fresh formations which then set up a new defensive position to the east of Gembloux . Forces involved . German . On the German side and forming part of Army Group B was General Walter von Reichenau ' s German Sixth Army . Its forces at Gembloux were mostly first - line and experienced reservists . The divisions had been active divisions in peacetime and were filled out with reservists as war approached ; they had the best equipment establishments in the " Heer " ( German Army ) , and most had experienced action in the Invasion of Poland the preceding September . The formations included the XVI Corps commanded by General Erich Hoepner , and the IV Corps commanded by General Viktor von Schwedler . Hoepner ' s XVI Corps led the attack at Gembloux . Its forces included General Horst Stumpff ' s 3rd Panzer Division , which on 10 May had the 3rd " Panzer " Brigade with 343 tanks , the 3rd Motorised Rifle Brigade , an artillery regiment , and an air - to - ground reconnaissance squadron , plus engineer and service personnel . Of its 343 tanks , only 42 were medium " Panzerkampfwagen " ; 16 " Panzer " III s and 26 heavier " Panzer " IV s ) . General Johann - Joachim Stever ' s 4th " Panzerdivision " had the 5th " Panzer " Brigade with 331 tanks , the 4th Motorized Rifle Brigade , two artillery regiments , and support forces like those of the 3rd " Panzerdivision " . Of its 331 tanks on 10 May , only 20 were Panzer III and 24 were Panzer IV . Hoepner also disposed of the 20th Motorized Division and the 35th Infantry Division during the Battle of Gembloux . To Hoepner ' s right , Schwedler ' s IV Corps had the 31st , 7th , and 18th Infantry Division s , from north to south . The infantry divisions ′ artillery and transport units were driven mostly by horse power , and they were much slower than the " Panzer " and Motorised divisions . During the course of the first day , XVII Corps ′ 269th Infantry Division arrived , as did the 20th Motorised Division , which was used as flank protection to the south , on the Gembloux - Namur road . The " Wehrmacht " counted above all on the " Luftwaffe " to provide air superiority . Like the French command , the " Wehrmacht " planned a joint air - land battle , but unlike the Allied air forces , the " Luftwaffe " had the operational strength , techniques and training to make the idea work . " Luftflotte " 2 supported Army Group B ; its strength on 10 May included some 170 medium bomber s and some 550 single - engine fighter aircraft and heavy fighter s , and although these numbers were not active during the first days of operation . The " Oberkommando der Luftwaffe " ( OKL ) reinforced " Luftflotte " 2 in the morning of 15 May with " I . " Fliegerkorps " from " Luftflotte " 3 ( which had some 300 medium bombers on 10 May ) . Above all , VIII . " Fliegerkorps " ( with some 300 Junkers Ju 87 " Stukas " on strength on 10 May ) — specialising in ground - support operations — supported Hoepner at Gembloux . French . The Battle of Gembloux was fought on the French side by the First Army under General Georges Blanchard , part of General Gaston Billotte ' s First Allied Army Group . The major units which fought at Gembloux were comparable to the reservist divisions of the " Wehrmacht " . The French First Army contingent at Gembloux had General Rene Prioux ' s Cavalry Corps , composed mainly of the 2nd and 3rd DLM ( " Divisions Legeres Mecaniques " or Mechanised Divisions ) which had preceded the rest into Belgium , and three infantry corps ; the III , IV , and V , each with one motorized infantry division and one DINA ( " Division d ' Infanterie Nord - Africaine " or North African Infantry Division ) or DM ( " Division Marocaine " ) or ( Moroccan Division ) . Four " fleets " of trucks and buses were allotted to First Army to move all its motorized infantry and support its conventional units . The French North African and Moroccan units were an elite force in the peacetime army , serving overseas , better paid , and attracting the most experienced officers from the service schools . French infantry divisions had three regiments of three battalions each , two regiments of artillery , a cavalry reconnaissance battalion , and service troops . Armament included modern mortars , fifty - two 25 mm Hotchkiss anti - tank gun s and six to eight 47 mm APX anti - tank gun s , Canon de 75 M ( montagne ) modele 1928 and Canon de 155mm GPF field artillery pieces of First World War vintage . In selected divisions , one group of twelve 155 mm guns was replaced by twelve modern Canon de 105 court mle 1935 B guns . Motorised infantry divisions had a cavalry battalion with armoured cars . The infantry - support tank battalion involved in the Battle of Gembloux was equipped with 45 Renault R35 machines : slow , manned by two reservists , lacking radio , and armed with a low - velocity AC 37 anti - tank gun of limited effect in the anti - tank role , the Renault nonetheless was powerfully armoured for its time and made a small target . The French infantry divisions which fought at Gembloux also had light automatic anti - aircraft weapons . Morale in the units of First Army was high , based on the soldiers ' confidence in their equipment and their leaders . General de Fornel de La Laurencie ' s III Corps and especially General Henri Aymes ' s IV Corps played the critical role in the Battle of Gembloux . The III Corps had ( from north to south ) the 2nd DINA and the lst DIM ( " Division d ' Infanterie Motorisee " , or Motorised Infantry Division ) . Both were complete in personnel and materiel . The 2nd DINA had battlefield experience from the small - scale Saar Offensive the preceding September , while the lst DIM had yet to receive its " baptism of fire " . Roughly ½ its cadres were reservists . The IV Corps included ( from north to south ) the DM and the 15th DIM . More than the rest , General Albert Mellier ' s DM bore the brunt of the " Panzer " attack at Gembloux . Heir to the prestige of the DM of the First World War , the division consisted mostly of Moroccan regulars supplemented by European reservists . The 2nd Moroccan Rifle Regiment , for example , had 2 , 357 men present at Gembloux , several hundred having been caught on leave by the sudden German offensive . Of those present , 925 were Europeans compared to 1 , 432 Moroccans . French cadres were both active and reservist . A few Moroccans had risen to be junior officers and the Non - commissioned officer cadre was mixed ; in the light artillery the officers were all French and mostly active - duty , in the heavy artillery all officers were French and most were reservists . Mellier had been their commander since the end of February . He was known to be extremely active and possessed a " perfect knowledge " of Arabic . However , the Moroccans had the reputation of being better in the attack than in the defence . Despite the fateful mission which awaited it , the DM had only twenty - seven 25 mm anti - tank guns among its infantry instead of the 48 which was its established strength . There were anti - aircraft weapons with the regiments but no divisional battery , and the divisional transport lacked vehicles and some 400 horses . Supporting the DM was General Alphonse Juin ' s 15th Motorised Infantry . Enjoying the " absolute confidence " of his men in a unit complete in personnel and armed to the highest standards of the French army of the time , the 15th DIM was ready to contributed significantly to the defence at Gembloux . The French weakness was in the air . By the time the Battle of Gembloux began , the First Army had only the remains of one group of 26 fighters , one reconnaissance group , and the observation squadron s . Opposing doctrines . German . The doctrine or methodology of the " Wehrmacht " in 1940 , is often labelled " " Blitzkrieg " " or combined arms operation . This description is problematic and far from simple . German tactical doctrine and operational methods emphasised offensive spirit and a maximum of initiative at lower levels of command under the doctrine of " Auftragstaktik " . What actually made German methods work has become controversial . Nevertheless , the German approach was one in which elite forces of " Panzerdivisions " ( themselves a self - contained combined arms unit ) , independent motorised , infantry and engineer formations were to attack , especially by infiltration , on narrow tactical fronts to achieve deep penetrations by use of concentrated air and land effort at the point ( " Schwerpunkt " - focus point ) fixed by the command . Exploitation support of all arms and especially tactical air power was to immediately follow up any success to unbalance and encircle the enemy . French . French doctrine emanated from its experiences in the First World War . With only half the population and a third of the industry of Germany , France had suffered proportionally a much higher loss , especially in those killed or permanently disabled . French doctrine therefore rested on the idea of a battle carefully controlled by senior commanders to reduce losses . Doctrine relied on defence in depth , keeping mobile forces away from enemy fire , and to secure the line against incursions of enemy armour . The defence of the infantry division on open terrain was based on the artillery which would directly support the infantry and tanks ; heavier pieces were reserved for use by the senior commander to make his personal intervention felt on the battlefield . Infantry was to be disposed in depth : from 15 % to 30 % of a division ' s infantry strength in outposts on commanding ground before the main position to cover it from surprises , then the main position of resistance along a natural or artificial terrain obstacle covered by the general barrage of infantry and anti - tank weapons , this position to be some deep down to a stop - line where an anti - tank screen was to be located . Units were to be emplaced on commanding terrain in closed positions capable of defence in all directions , covering the intervals between them with cross fire . Behind the stop - line would be reserves , the divisional reconnaissance battalion , and the artillery battery positions in closed strong points . Defence against tanks was a priority throughout the depth of the position . A division on open terrain would hold a front wide and some deep . The high command reserved battalions of infantry - support tanks for key infantry units . Leading elements of the French army trained to respond to the armoured and air threat , including those under General Henri Aymes commanding the IV Corps which fought at Gembloux . French doctrine provided for air reconnaissance and observation , fighter defence of ground forces , and on occasion bomber support in principle , although they might not always be available in practice . The French forces of 1940 were far richer in artillery than in air assets , and the reality overshadowed the doctrine . Battle on 14 May . Contact engagement . The " Panzers " moved out on 14 May to overrun the Dyle position . At least until 09 : 20 ( French time ) , air reconnaissances indicated that the position was unoccupied . At that hour , Hoepner was with 4th " Panzerdivision " urging that unit to break through on both sides of Ernage without waiting for 3rd " Panzer " . The 35th Infantry and 20th Motorized Divisions were both behind the " Panzers " , respectively on their right and left flanks . The 4th " Panzerdivision " ordered an advance with " Panzer " and Rifle Brigades operating together . The left flank of the division would be covered by the reconnaissance battalion , a machine - gun battalion , and most of an anti - tank battalion . At 11 : 30 , Eighth Company , 35th " Panzer " Regiment with some 30 tanks attacked from Baudeset toward the rail line south of Ernage but was stopped with the loss of nine tanks by enemy artillery fire , and withdrew . The Sixth Company was unable to aid it because of the " annihilating defensive fire " . At 13 : 30 , the 4th " Panzer " Brigade ran into enemy positions between the rail line and the highway from Wavre to Gembloux . The Dyle position was defended . The action of 3rd " Panzerdivision " on 14 May is much less clear . That morning , 3rd " Panzer " Brigade crossed the Belgian anti - tank obstacle behind the 4th " Panzerdivision " , with 5th " Panzer " Regiment on the right and 6th " Panzer " Regiment on the left . Colonel Kuhn — the brigade commander — was with 6th " Panzer " Regiment which became involved in the fighting in Ernage and on the Wavre - Gembloux road , the tanks being taken under " lively " artillery and anti - tank fire . Kuhn decided to wait for infantry support to arrive . While the " Panzers " blundered into the French defence , Sixth Army pressed its infantry corps forward to cover their flanks . Early German gains . Schwedler ' s IV Corps was to cover the Panzers ' right flank as it had done against the French cavalry on 13 May ( at Hannut ) . The infantry made good progress against virtually no resistance early on 14 May , and advance guards of the 31st , 7th , and 18th Infantry Divisions contacted the Dyle position that afternoon and evening . At 21 : 50 , the Chief of Staff of the German Sixth Army urged the infantry forward in support of 3rd " Panzerdivision " which was involved in heavy fighting at Walhain and Ernage . By the end of 14 May , the divisions reported the Dyle position to be occupied . The corps found demolitions and mining on the approach routes difficult to negotiate . As German forces moved into contact , the French First Army suffered the attentions of the " Luftwaffe " . French fighters could barely cover the three or so reconnaissance missions flown into the area beginning that morning ( most of the reconnaissance planes were lost ) . The retreating Cavalry Corps detailed the enemy advance , and delayed the " Panzers " north of Ernage ( near the positions of the 3rd DLM ) and around Grand Leez ( near 2nd DLM ) . As the cavalry left the field , Blanchard ordered its tanks to remain nearby in reserve . Meanwhile , the German thrust continued to develop to the south . That evening , Billotte ' s headquarters warned First Army to prepare for a possible retreat , but the formations in the field knew nothing of this . The 1st DIM was disturbed by the retreat of the cavalry and Belgian infantry and refugees in the afternoon of 14 May . The first " Stuka " attack made a great impression on the troops , for whom this was their baptism of fire . False rumours of parachutists led to brief friendly fire incidents in which several artillery men were killed . By that evening , de La Laurencie ' s III Corps and units of the British and the Belgian Army on the Dyle position and at Namur made contact with German patrols . Hoepner had discovered that the Dyle position was defended . Nonetheless , until at least 16 : 50 , superior headquarters urged him to pursue the " defeated " enemy . To the north , 3rd " Panzerdivision " became locked in fighting on its right flank as noted above . At 14 : 00 , XVI Corps ordered the 35th Infantry Division to move in that direction , while the 20th Motorized Division was to move to the other flank of the corps , and the arrival of the 269th Infantry Division from XVII Corps on the north edge of the Namur fortress relieved fears from that direction . At 14 : 05 , General Stever — commanding the 4th " Panzerdivision " — ordered 5th " Panzer " Brigade supported by a rifle battalion to attack on a narrow front south of Ernage , to reach hills east of St . Gery . The divisional artillery would neutralize flanking fires from Ernage and Gembloux . At 16 : 00 , he delayed the attack so that 3rd " Panzerdivision " could prepare . At 16 : 50 , Stumpff radioed 4th " Panzerdivision " that he would inform them when he was ready , but in the meantime began his own attack in the Ernage area alone . After 18 : 00 , XVI Corps again pressed its divisions to attack , but French defensive barrages so dense that a poison gas alert was mistakenly declared , stopped these attacks . At 20 : 50 , Hoepner radioed his division commanders to halt their offensive until the next morning . Mixed results . That afternoon , 4th " Panzerdivision " had suffered both from the French defence and German command confusion . Stever went forward to meet " Oberst " ( Colonel ) Breith , commanding the 5th " Panzer " Brigade , and von Boyneburg , commanding 4th Rifle Brigade . Both officers insisted that a prepared attack was no longer possible that day . French artillery shelled the headquarters of the brigades out of Baudeset , leaving two unnamed rifle battalion commanders dead . The shelling was deadly accurate from the first round , a number of German tanks taking direct hits as they waited around Baudeset . Harassing fire continued all night , forcing crews to dig in under their tanks . The intentions of the 3rd " Panzerdivision " for 14 May are unclear . The division ' s left - flank regiment — 6th " Panzer " Regiment — did attack in the Ernage area in the afternoon and was checked by defensive fire . The supporting riflemen failed to arrive , and 3rd " Panzer " Brigade reported being under enemy air observation after 19 : 00 hours . Meanwhile , serious fighting was reported with tanks ( of the 3d DLM ) in the Walhain and St . Paul areas , and French tanks also appeared at Ernage , leading the " Panzer " Brigade command to conclude that the situation was critical ; enemy armour , against which only the 75 mm gun of the " Panzer " IV was really effective , was trying to break through both on the left and the right with artillery support directed by spotter aircraft while the German infantry had not yet arrived . This was a misreading of French intentions , but it was indicative of the psychological damage suffered by the command of 3rd " Panzer " Brigade . That night the front quietened down , the infantry arrived and , driven on by urgent orders issued hours earlier , advanced in the dark . Despite coming under fire from their own tanks by mistake , one battalion almost reached the French main position . The battalion found itself alone before dawn between Ernage and Perbais with no radio contact with the division . Battle on 15 May . German tactical assessment . Hoepner had decided to throw his tanks with available artillery and air support at a solid French defence rather than wait another day to bring up his two infantry divisions for a more powerful effort . Encouraged by his superiors and the thrust of German doctrine to attack before the enemy could further prepare himself , he decided at about 20 : 00 on 14 May not to wait . Sixth Army intelligence continued to insist that the Allies were retreating , ordering XVI Corps to pursue and claiming that German tanks were already west of Gembloux ( which was false ) . Nonetheless , at 22 : 45 the corps ordered an assault by 3rd and 4th " Panzerdivisions " for 08 : 00 of 15 May with the railroad line on both sides of Tilly , well beyond the French defences at Gembloux , as the first objective . " Fliegerkorps " VIII with the artillery available would support an assault on both sides of Ernage on a front of less than . Engineer units were to repair the blown bridges and crossroads left behind by the Allies , which threatened to disrupt logistics . Stever of 4th " Panzerdivision " ordered his 4th Rifle Brigade to deploy three battalions in line from Gembloux to Ernage , echeloned back on their left flank . In addition to air support , one artillery regiment would fire a 30 - minute preparation on the French main position , then fire smoke shell to blanket Gembloux , following which , both his artillery regiments and a heavy battalion would concentrate on counterbattery fire and areas impenetrable to armour . Anti - aircraft gun s would neutralize enemy bunkers ( of which , however , there were none ) . As the infantry crossed the railroad line they were to fire white starshell . At this signal , 5th Panzer Brigade would break cover and charge the French position together with the riflemen . Pursuit in the direction of Nivelles would follow . Stumpff ' s plan for 3rd " Panzerdivision " is less clear . He too put his infantry ahead of the tanks with " Stuka " and artillery support , ordering a few tank units to support the infantry . His first objective was to reach two hills west of the line Chastre - Noirmont . The mass of the German armour would wait in reserve to deal with enemy armour or to exploit the breakthrough . To the " Panzerdivisions " right , the German IV Corps was to engage in bitter fighting in the morning of 15 May and at 09 : 20 hours warned its divisions that a " decisive battle " was developing on the Dyle . The corps ordered a concentrated effort in the Ottignies area at the boundary between 7th and 18th Infantry Divisions . An exploitation group would follow up the expected breakthrough . Meanwhile , the " Luftwaffe " reinforced " Luftflotte " 2 , by now depleted in many units to 30 - 50 % of strength , with " Fliegerkorps " I from " Luftflotte " 3 . In effect , the high command gave priority to Sixth Army in its effort to defeat the Allied " corps de bataille " . First Battle of Perbais . The day was hot and clear . French artillery had fired heavily all night , but the planned " Stuka " attacks and German artillery preparation went forward from 07 : 30 . At 08 : 00 , the infantry of 4th " Panzerdivision " advanced undisturbed by enemy shelling . At 08 : 10 , riflemen fired white starshell indicating that they had crossed the railroad line , but at 08 : 20 French artillery engaged the incursion , and as the German tanks drove forward , they were pinned down . At 09 : 30 , 36th " Panzer " Regiment was suffering heavy losses standing before the obstacle , 35th " Panzer " Regiment similarly at 09 : 45 . When 5th " Panzer " Brigade headquarters asked why the infantry was not advancing , they were told " attack hopeless " . By 10 : 00 , II Battalion of the German 12th Rifle Regiment had a company on the railroad line at Gembloux , but the advance was slow and costly and had halted by 11 : 00 . Radio contact with 5th " Panzer " Brigade was lost and the tanks were milling around before the obstacle and being picked off one by one . Meanwhile , infantry of 3rd " Panzerdivision " attacked from Walhain - St . Paul against Perbais at 09 : 15 , but they too stuck fast by 11 : 00 . The war diarist of XVI Corps complained that the tanks of 4th " Panzer " had joined the fray before the anti - tank obstacle had been cleared . The German corps operations officer of French descent , Chales de Beaulieu , criticised the 3rd " Panzerdivision " for allowing its infantry to bog down while leaving its tanks in reserve . The Ju 87s and artillery failed to silence the French guns . Most of the reports of French batteries were too imprecise to be of use . One scout aircraft was hindered in its work by enemy fighters . At 10 : 30 , the heavy artillery battalion had itself to flee French counterbattery fire . By 11 : 18 , the weight of French shelling on approach routes and installations drove the corps artillery commander to conclude that holding gains made and bringing in reinforcements were " gravely threatened " . One German source reported that the assault stuck fast on the Wavre - Gembloux road with only one battalion at first reaching the railway , followed immediately by a French tank and infantry counterattack against which German anti - tank guns had little effect . Some of the German anti - tank gun crews fled without even opening fire . However , there is no known French record of French tanks on the field at this point in the battle . " Oberst " Breith led his 5th " Panzer " Brigade in his command tank , forward with 35th " Panzer " Regiment . Seeing his attack bog down , Breith had some of his officers leave their machines to rally the riflemen to attack the anti - tank guns . His crew could see anti - tank mines lying unburied on the ground . Some of the French and Moroccans surrendered . An infantry support gun arrived and added its fire . Breith ' s command vehicle then took two hits , although it was not penetrated . The tank began to move toward Ernage when " a blue flash traversed our vehicle like a thunderbolt . " Breith was lightly wounded and the crew bailed out . A light tank which tried to rescue them as in turn hit , and the tankers had to seek shelter in shellholes . Captain von Jungenfeld was not far from them , and noted that as they reached the railroad line all the heavy vehicles of Fourth Company were destroyed , the tank of " Oberstleutnant " Eberbach , commander of the regiment , was knocked out . Eberbach told his subordinates " further advance is simply impossible . Our tanks stand before the obstacles the defence fire strikes us mercilessly . " When the tanks finally began to fall back , the I . Battalion of the 12th Rifle Regiment also withdrew , contrary to orders , forcing staff officers to turn out to stem the retreat . An attempt by 36th " Panzer " Regiment to exploit a gap in the railroad embankment near Lonzee against the 15th DIM broke down immediately under French fire . The 4th " Panzerdivision " was halted . Since 3rd " Panzerdivision " withheld its tank brigade , its battle went rather differently . At dawn on 15 May , Third Battalion , the 3rd Rifle Regiment was to the northeast of Ernage , but its I and II Battalions ( to the north and northwest of Ernage respectively ) had moved too far to their right during the night , opening a gap of between 3rd and 4th Panzer Divisions which should have abutted near Ernage . Thus , 3rd " Panzerdivision " found itself engaged more against the French 110th Infantry Regiment ( of the 1st DIM ) at Perbais than intended . At dawn , German aviation and artillery deluged Ernage . The I Battalion of the 3rd Rifle Regiment attacked the northern edge of the village , but the attack broke down under infantry fire . At 08 : 00 , after further air and artillery preparation , II Battalion , hampered by its own artillery which was firing on the basis of map coordinates , advanced toward Perbais and failed in turn . The commanders of the two battalions met to concert their efforts , while III battalion west of Baudeset received orders to close the gap between 3rd and 4th Panzer Divisions . In a second effort , I and II Battalions renewed their advance with the support of 75th Artillery Regiment , the artillery this time providing observed fire to better effect . Profiting from this and a Ju 87 attack , the riflemen took Perbais despite heavy loss to French artillery , and advanced to the railroad line . A few tanks came up to support them , and the situation began to look more promising . On the whole , however , it had been one bad morning for XVI Corps . On the French side of the plain , the intense effort of the " Luftwaffe " made a powerful impression . Against them , the " Armée de l ' Air " had furnished only two fighter sweeps . Reconnaissances sent by First Army and IV Corps fell victim to flak and enemy fighters . Command of the air was firmly in German hands . IV Corps took the brunt of the " Panzer " assault . From dawn , ground observers reported some 300 enemy tanks approaching French lines , Aymes claiming that enemy attacks began toward 06 : 00 , were checked , then followed from 08 : 00 by waves of Ju 87s which attacked the whole depth of the position . The enemy crossed the railway in the sector of the 2nd Moroccan Regiment and reports reached corps headquarters that Perbais and Chastre ( in the zone of the 1st DIM ) had fallen , threatening IV Corps ' left flank . Aymes released one infantry support tank battalion to each of his divisions and gave his corps reserve infantry battalion to the DM . To cope with the situation behind Perbais , Aymes wanted the tank brigade of the 3rd DLM to counterattack but its commander , General La Font , informed him that de La Laurencie of III Corps had already taken control of the armour without informing Aymes . The Moroccan Division stood the assault of roughly one and a third " Panzerdivisions " . The 7th Moroccans Regiment in Ernage , like the neighboring 110th in Perbais , fought bitterly before giving ground . The mixed post between the two regiments resisted , encircled , until 15 : 00 . The 2nd Moroccan Regiment were on exposed terrain , and by 12 : 00 , seven platoons in their front line were all but destroyed , although support elements held on . The 1st Moroccan Regiment in Gembloux was driven back into the town but held out , although the enemy succeeded in infiltrating to the west of the town along the Gembloux - Nivelles railway , parallel to the Chaussee Brunehaut . German bombing caused losses and some panic among the artillery , and the infantry battalions at the front felt their fire support slacken . Roaming his front on a motorcycle , Mellier judged that his centre was sound and his right at Gembloux strong , but he had to deal with the threats at Ernage and along the Gembloux — Nivelles railroad . He decided to reestablish contact with the 1st DIM on the stop - line near Cortil - Noirmont , then to reconquer the main position using the corps reserve ( 3rd Battalion of the 7th Moroccan Regiment ) and La Font ' s tank brigade . To reestablish his right - center , he would commit the divisional reserve ( 3rd Battalion of the 2nd Moroccan Regiment ) and the 35th Tank Battalion . Aftermath of Perbais . French artillery played a critical role in the battle . During the previous night , the batteries of 75s posted forward in the antitank role returned to their battalions , possibly on the assumption that the tank threat was now less pressing than that of the enemy infantry . From early morning , Ju 87s concentrated on the artillery of the DM . Two batteries had their guns overturned , although they later returned to action . There was panic in a reservist battalion from the general reserves ; one battalion of 105s from corps artillery which had not yet been integrated into the fire plan suffered casualties and its commander pressed for a fire mission to shore up his men ' s morale . Pointed at the Bois de Buis , as likely cover for German tanks , the 105 mm guns fired at maximum rate , provoking heavy air attack from the Ju 87 units . Clearly the artillery of the DM lost some of its effectiveness , but that of the 15th DIM whose flanking fires greatly aided the DM , which did not suffer many casualties . The infantry and support weapons were hard hit . Losses in junior officers whose leadership was critical to colonial troops were particularly heavy . The 1st Battalion , 2nd Moroccans had two companies on the railroad line . Lieutenant Grudler commanding the 2nd company was killed , reservist Captain Bouvier was wounded and captured towards 13 : 30 after being attacked by a battalion supported by some 30 tanks and 20 aircraft , two company commanders of the 1st Moroccans were killed . The 1st Battalion , of the 7th Moroccan Regiment had two companies forward of the railway at Ernage . That of Lieutenant Jouval in the south of the village was encircled by infiltrators by 06 : 00 , the second to the north was outflanked by tanks of the 3rd Panzer Division and infantry , and hit by effective artillery fire . Finally the battalion commander ordered a withdrawal to the railroad line , leaving Jouval to fight on alone . Ju 87 attacks initially made a great impression on the troops but , according to Lieutenant Goubard , executive officer of the 2nd Battalion of the 2nd Moroccan Regiment , the troops quickly learned to move dispersed and to take cover only when actually attacked , and French anti - aircraft and automatic weapons took a toll of their attackers . Ammunition was short among the French forces by this point and the rate of fire was slowed . Their reduced fire encouraged some of the German tanks to slip around their flank behind a hedge , but they were spotted and seven tanks were destroyed . The neighbouring 110th Regiment coped with the northern wing of the " Panzer " attack . From 05 : 00 , the divisional reconnaissance battalion retreated onto its 1st Battalion , which felt the full weight of the enemy bombardment followed by infiltrations of enemy riflemen into Ernage , exposing the battalion ' s right flank . The 3rd Battalion to the north was forced back as well . Despite the support of all the divisional anti - tank weapons available and then the divisional reserve battalion , the front of the 110th remained vulnerable . Meanwhile the German IV Corps fought a parallel battle to the northwest . Attempts to infiltrate across the Dyle failed , and the infantry divisions had to organize set - piece attacks which drove French outposts back to Ottignies towards 10 : 00 . The German 7th Infantry Division prepared an attack at Limal , while the 31st Infantry had to regroup before engaging the British north of Wavre . The French III Corps thus found itself in heavy fighting in the morning of 15 May , although only its right - hand regiment ( the 110th ) faced enemy tanks . The artillery of the 2d DINA could not completely check enemy infiltrations . By 12 : 00 the defenders retreated to Ottignies . Second Battle of Perbais . Hoepner arranged for a new " Stuka " attack for 12 : 00 and ordered his divisions to exploit it to break through the enemy position . But the French fire did not let up , and at 12 : 30 " Oberstleutnant " Eberbach commanding the 35th " Panzer " Regiment refused to renew the attack , having lost half his tanks including his own . Stever came up to the headquarters of 33rd Rifle Regiment to urge on the attack , and was hit by a French shell and evacuated . Breith , commanding 5th " Panzer " Brigade , was out of contact , so command devolved on " Oberst " von Boyneburg commanding 4th Rifle Brigade . At about 14 : 00 , Hoepner passed on the order to stop the offensive , but he did not halt the effort of 3rd " Panzerdivision " in the Ernage area . He began planning a new attack with the addition of 35th and 20th Infantry Divisions . Having begun the day over - optimistically , the German command now swung to the other extreme . Sixth Army refused XVI Corps ' s request to renew the attack the next morning in favour of an set - piece attack by the whole army , which could not begin before 17 May . There were solid reasons for delay ; the corps artillery commander noted German difficulties in locating and neutralizing French batteries and added that logistics units could not make good the heavy consumption of ammunition because of the state of the road net . The war diary of the 4th " Panzerdivision " makes clear the extent of the defeat . From 11 : 07 , radio contact with the staff of 5th " Panzer " Brigade was lost . Breith was out of contact and reports from the front showed that the tanks were taking heavy losses and could not remain standing under fire . Thus , at 12 : 00 the division ordered the armour back to its start positions . At 13 : 00 , 4th Rifle Brigade reported that the infantry was likewise pulling out . Von Boyneburg ordered them forward again . At this point , Stever went forward , only to return to his headquarters at 14 : 00 , wounded . At 15 : 00 , 4th " Panzerdivision " reported to XVI Corps that the Panzer Brigade staff was stuck on the railroad line . The 4th Rifle Brigade also had suffered heavy losses and there was no prospect of success , and it was " dubious " whether the troops could attack again on 16 May . At 15 : 40 , Breith — wounded in the face by a shell fragment — turned up at division headquarters . He had spent three hours in a shellhole playing dead under heavy artillery fire . Stever was convinced a renewed attack on 16 May would not be possible . At 20 : 00 , XVI Corps notified 4th " Panzerdivision " that the attack would be renewed only on 17 May , without 4th " Panzerdivision " . That afternoon , " Hauptmann " von Jungenfeld ( one of his company commanders ) sent a tank to try to rescue Breith . The machine took four hits and withdrew . Von Jungenfeld and his men were happy to retreat . Several companies were pinned down under fire . Eventually , several German medium tanks crossed the anti - tank obstacle before a large factory which their artillery had shelled and under cover of their fire , the infantry started to advance . But French anti - tank guns engaged the tanks , which abandoned the infantry . Finally the infantry attempted to charge forward , moving into close contact with the French infantry , but they could get no more than a few hundred meters in the area of a railroad yard . As darkness fell the infantry retreated . Repulse of the 3rd " Panzer " at Corbais . The situation of 3rd Panzer Division was different . It had committed only a fraction of its tanks , and one of its three rifle battalions had not yet been heavily engaged . During the afternoon 3rd " Panzerdivision " was troubled by reports from the neighboring 18th Infantry Division of French armoured counterattacks toward the division ' s right flank . At 13 : 00 , 88 mm Flak and tanks of 5th " Panzer " Regiment moved to the Perbais area to ward off this threat . At 15 : 55 air reconnaissance reported tanks and riflemen on the railroad line between Ernage and Chastre ( although an enemy fighter disrupted observation ) . At 16 : 48 , 3rd " Panzer " Brigade reported effective enemy artillery fire . At 18 : 00 , units of 3rd Rifle Brigade began withdrawing from Perbais . The 3rd " Panzer " Brigade ordered tanks forward to stem the retreat , but at 18 : 20 the 3rd " Panzer " Brigade reported breaking through the anti - tank obstacle northwest of Ernage under heavy fire and enemy armoured counterattack from the west , and " Panzer " Brigade called for artillery support . At almost the same instant , the 18th Infantry Division reported enemy armour attacking on both sides of Corbais . At 20 : 00 , a captured enemy map arrived , showing the French dispositions . The intelligence officer of 3rd " Panzerdivision " concluded that the situation was ripe for an attempt to break through . He travelled to corps headquarters to propose this but , as noted above , the proposal contradicted orders from Sixth Army and was dropped . Most of the tanks spent the day on standby around Orbais . Infantry of 3rd " Panzer " began to withdraw from Perbais in the afternoon , spurred on by French artillery when reports came through of approaching French armour . But then the situation changed complexion . Two companies of III Battalion of the 3rd Rifle Regiment preceded with a company or so of tanks from Ernage westwards at about 18 : 00 . Despite intense French resistance from Chastre , where German sources reported a few Hotchkiss tanks ( which , if they existed , could only have come from the 3d DLM ) , the infantry succeeded in reaching two hills west of Noirmont , the original objective of 3rd " Panzerdivision " on 14 May , pulling forward with them elements of II Battalion which had been holding the line . A French tank and infantry counter - attack struck their open flank . The 6th " Panzer " Regiment sent forward reinforcements including one " Panzer " III and five " Panzer " Is . The German formation was tipped off to the presence of French armour by " Luftwaffe " reconnaissance . Twelve French tanks followed by Moroccan infantry attacked them from the flank . The Germans claimed to have destroyed six tanks and dispersed the Moroccans . Following , he and a machine gun company drove two kilometers forward without loss , capturing much materiel but running out of ammunition . At that point , German accounts claimed , French fire reopened on them and two French tanks appeared , destroying the " Panzer " III and three of the " Panzer " Is . After this , III Battalion halted before the French defence in the Cortil - Noirmont area . At 20 : 54 , an order arrived from XVI Corps to stop the attack , followed by another from the brigade to withdraw behind the railroad line . Hoepner finally ordered the forward units of 3rd " Panzer " to hold their positions . In the meantime , however , almost the whole of 3rd Rifle Regiment and its supporting tanks pulled back . Its I and II Battalions were exhausted and had not been resupplied for 36 hours . The opportunity to break through the French defences , if it ever really existed , was lost . Battle of Ernage . From the point of view of the DM , the afternoon saw bitter fighting on the northern flank . Its weakest point was on the left at Ernage , where the 1st Battalion of the 7th Moroccan Regiment , had the Moroccan company encircled in the village . It had lost contact with the neighboring 110th Infantry Regiment at midday when enemy infantry crossed the railroad line between Ernage and Perbais . At 12 : 30 , they effected a retreat to the headquarters of the 2nd Battalion of the 7th Moroccan Regiment , holding the stop - line at Cortil - Noirmont . In Ernage , the 7th Moroccan Regiment fought on until 18 : 00 . Just 12 men including the commanding officer — all wounded and having exhausted all means of defence — surrendered . General Albert Mellier originally intended to counterattack on his left with tanks of the " La Font brigade " and 3rd Battalion of the 7th Moroccans Regiment . Learning that the tanks were not available , he had the 3rd Battalion reinforce the defence behind Ernage , although Ju 87 attacks slowed its movement despite the intervention of one fighter aircraft which brought down two Ju 87s . At about 14 : 00 , the reserve reestablished contact with a company of the 110th Infantry at Villeroux , but the situation remained critical , and the headquarters of the 7th Moroccan Regiment and its supporting artillery battalion began to retreat toward St . Gery . Just then , Mellier arrived on the stop - line on his motorcycle . Under fire , he rallied them , and along with the divisional artillery , stopped the withdrawal . At 16 : 00 , the remaining two companies of the 1st Battalion of the 7th Moroccans Regiment fought their way back and prolonged the front toward Chastre , stabilising the situation . The 3rd Battalion was ordered back to dig in at Les Communes , although German artillery fire , profiting from the spotting of an observation balloon , wounded the battalion commander . The 1st Battalion of the 2nd Moroccan Regiment to the right also suffered heavily . There were signs of panic among the badly blooded troops . Mellier sent word that a counter - attack would support them and they were to hold in place . Around 13 : 00 , powerful air attacks followed by renewed tank and infantry assaults struck , while the air attacks delayed the French counterattack . The two French companies on the railroad line were submerged , but the enemy got no further than the sunken road several hundred meters to the rear . The 5th Company at Cortil - Couvent noted heavy weapons abandoned by their crews . The First Company of the 1st Battalion , 2nd Moroccan Regiment retreated that evening to the stop - line , where the last cartridges were distributed . Meanwhile , the counter - attack Mellier ordered at 11 : 30 finally began , Jean Ragaine ' s 35th Tank Battalion attacking with Captain Saut ' s 3rd Battalio of the 2nd Moroccan Regiment . The attack was mounted from reserve positions some from its objective , the railroad line from Ernage to Gembloux . This arrangement violated Aymes ' s Operations Order No . 4 of 13 May demanding immediate counter - attack against " Panzer " incursions . The 9th Company of Moroccans was to attack on the left with a company of R35 tanks , and 11th Company with another company of Renaults on the right , while 10th Company and the battalion heavy weapons company were in reserve . Each company received a section of machineguns and one 25 mm anti - tank gun . A special detachment was to cover the open northern flank of the counter - attack formation . The attackers assembled at 14 : 30 and reached the stop - line at about 16 : 30 . The long procession of this formation forward from the rear made surprise impossible . Once on the stop - line the formation was hit by massive bombing . Captain Alloy , the Chief of Staff of the tank battalion , claimed that 80 bombers were involved . One tank was overturned , their artillery support was disrupted , but the attack continued . The German air assaults separated the French tanks and infantry , something French doctrine forbade . German combined arms fire stopped the attack . The Moroccan infantry went to ground , there was little support from artillery , and the French command tank had been knocked out in a French minefield . The tanks took the German anti - tank defences by surprise , but were unable to make progress . By 18 : 30 , the attack was over . French disengage . So far , the French First Army had held its own against all odds , but the rapid penetration at Sedan to the south of First Army threatened its flank and rear . The tanks of the 2nd DLM , most of the reconnaissance battalions and even some of the infantry reserves were siphoned off to cover the deepening right flank . That morning Billotte warned First Army to prepare to retreat if circumstances dictated . Pivoting on Wavre , around 20 : 00 First Army received the order to begin a phased withdrawal to the Franco — Belgian frontier . Meanwhile , IV Corps provided a defensive screen and fought off the German tanks . At 14 : 00 , IV Corps received false reports that Perbais and Chastre were lost and thus contact between 7th Moroccan Regiment and the 110th Infantry was broken . While the battle thus approached its climax , IV Corps received the order at 15 : 00 to begin to retreat on its right . At the same time , the 3rd Battalion of the 7th Moroccan Regiment in reserve , was engaged at Cortil - Noirmont to reestablish liaison with the 110th Infantry Regiment . At 16 : 00 , a counterattack with 35th Tank Battalion and 3rd Battalion of the 2nd Moroccan Regiment was launched . Although the infantry lost heavily and only a handful of tanks survived intact , Aymes was informed ( mistakenly ) that the main position of resistance was reestablished . At 18 : 00 , new German attacks were reported against the 7th Moroccans , a few Panzers infiltrating as far as St . Gery where elements of the divisional reconnaissance battalion stopped them . At the same time , the regiments of 15th DIM received orders for their retreat that evening , while at 18 : 30 they checked an armoured attack on Beuzet with artillery and antitank fire . At 20 : 00 , the DM issued orders for the withdrawal of the division , while the 7th Moroccan Regiment counterattacked a last German assault with success . German riflemen before Gembloux began withdrawing . That night both sides pulled back , the Germans to escape the enemy to their front , the French to escape the enemy to their right rear , easing the disengagement of the DM . Aftermath . Along the front the German assault had been checked . At no time did the German thrust reach the French artillery positions , the backbone of their defences . They remained intact . Meanwhile , Von Schwedler ' s IV Corps had been prevented from crossing the Dyle River to the north . Of the crossings , only Limal remained in German hands by midnight . The 19th Infantry Regiment of the 7th German infantry division was forced to abandon their position here as well , early on 16 May . III Corps had sometimes struggled to prevent a breakthrough , but succeeded despite serious German efforts . The British 2nd Infantry Division delivered a counter - attack , which panicked the 31st German Infantry Division , and a powerful artillery bombardment to allow the 2nd DM to disengage . It did so under darkness and unhindered . The British contribution — though not part of the Battle of Gembloux — aided the French retreat . The battle was over . Following the battle , the 3rd " Panzerdivision " had suffered 20 - 25 % of its AFVs knocked out . The 4th " Panzer " had suffered 45 - 50 % casualties in AFVs . The 12th Rifle Regiment , 4th " Panzer " , had lost ⅓ of its officers ; its First Battalion was left with just four officers and 31 men from a complement of 700 . The Third Rifle Regiment , 3rd " Panzer " , lost 15 officers and 184 other ranks . Total losses for the 4th " Panzer " on 15 May were 105 dead , 413 wounded and 29 missing . The Moroccan Division had paid a heavy price for its success . First Battalion 2nd Regiment ended the battle with 74 men from 700 ; first battalion 7th Moroccans had only 80 men left ; and 2nd Battalion 7th Moroccans had only 150 men left . On the whole the DM lost about 2 , 000 men as casualties ; 27 % of the division . German IV Corps suffered a few hundred casualties , French III Corps rather more . First battalion 1st DM suffered 100 killed and only had 100 left out of 700 .