Battle of Arras ( 1940 ) The Battle of Arras ( 1940 ) took place during the Battle of France , in the early stages of World War II . It was an Allied counterattack against the flank of the German army , that took place near the town of Arras , in north - eastern France . The German forces were pushing north toward the channel coast , in order to entrap the Allied Forces that were advancing east into Belgium . The counterattack at Arras was an Allied attempt to cut through the German spearhead and frustrate the German advance . Although the Allies initially made gains , they were repulsed by German forces and forced to withdraw to avoid encirclement . Background . Early in the Battle of France , German forces managed to defeat Allied forces and push them back considerably . In an attempt to shore up defences against the rapidly approaching German advance , the British Expeditionary Force ( BEF ) reinforced the town of Arras . Prelude . Lord Gort — commander - in - chief of the BEF — ordered a counter - attack in an attempt to delay the Germans and prevent British forces from being overrun . The counterattack would be led by Major - General Harold Franklyn ; his forces — codenamed " Frankforce " , consisted of two divisions — the 5th Division and the 50th ( Northumbrian ) Infantry Division , plus 74 tanks from the 1st Army Tank Brigade and 60 supporting French tanks . A serious situation had developed to the south where the German spearheads had pierced the Peronne – Cambrai gap and were threatening Boulogne and Calais , cutting the BEF ' s lines of communication and separating it from the main French armies . A plan by General Maxime Weygand to close this gap included an attack by Frankforce , with the British 5th Infantry Division holding the line of the river Scarpe to the east of Arras , while the other two formations attacked to the south of that city . Battle . During the afternoon of 21 May , the attack by the 50th Division and the 1st Tank Brigade was progressing south from Arras . This was to be the only large scale attack mounted by the BEF during the campaign . The attack was supposed to be mounted by two infantry divisions , comprising about 15 , 000 men . It was ultimately executed by just two infantry battalions , the 6th and 8th Battalions Durham Light Infantry supporting the 4th and 7th Royal Tank Regiment , totalling around 2 , 000 men , and reinforced by 74 tanks . The infantry battalions were split into two columns for the attack . The right column initially made rapid progress , taking a number of German prisoners , but they soon ran into German infantry and SS , backed by air support , and took heavy losses . The left column also enjoyed early success before running into opposition from the infantry units of " Generalmajor " Erwin Rommel ' s 7th Panzer Division . The defending forces — elements of motorized SS regiment " " Totenkopf " " ( later to be expanded into SS - Division " Totenkopf " ) — were overrun , their standard PaK 36 / 37 anti - tank gun s proving ineffective against the heavily - armoured British Matilda tank . Rommel committed some of his armour to local counterattacks , only to find the guns of the " Panzer " II and Panzer 38 ( t ) tanks could not penetrate the Matildas ' armour . Desperate to prevent a British breakthrough , Rommel ordered the division ' s FlaK 18 anti - aircraft gun s and field gun s be formed into a defensive line and fire anti - tank and HE rounds in a last - ditch effort to stop the Matildas . The BEF ' s advance was halted with heavy losses . Then , with " Luftwaffe " support , Rommel launched a counter - attack , driving the British back . Frankforce had been repulsed . The Germans pursued the British but were halted by French armour from the 3rd Light Mechanised Division ( 3rd DLM ) . The heavier armour of the French saw the German forces stopped cold . French cover enabled British troops to withdraw to their former positions that night . Frankforce took around 400 German prisoners and inflicted a similar number of casualties , as well as destroying a number of tanks . Later on 23 May the 3rd DLM launched its own attack to try to exploit British success . The " Luftwaffe " and German reinforcements defeated the attack . The operation had punched far beyond its weight ; the attack was so fierce that 7 . " Panzerdivision " believed it had been attacked by five infantry divisions . The attack made the German commanders nervous , and it may have been one of the factors for the surprise German halt on 24 May that gave the BEF the slimmest of opportunities to begin evacuation from Dunkirk . Aftermath . The battle is historically credited with shaking the confidence of the German High Command ( OKW ) . Rommel is noted to have written a report of an attack by hundreds of Allied tanks , which was likely a contributing factor to the halt of the German offensive for 24 hours ( though Hermann Göring ' s promises that the " Luftwaffe " could finish off Dunkirk was also a major factor ) . The main British force consisted of only 58 machine gun armed Matilda Is and 16 QF 2 - pounder gun armed Matilda IIs supported by a few lighter armoured vehicles . The delay by the OKW is one of the main reasons for the success of Operation Dynamo . For this reason , " Frankforce " , in spite of being repulsed , could be considered one of the few allied successes of the 1940 French campaign . In total , more than 40 British and 20 French tanks were lost in the battle , compared to roughly 12 lost by the Germans . Rommel noted in his diary that his division had lost 89 men killed , 116 wounded and 173 missing and captured . While the British lost around 100 men killed or wounded in the attack , it is unknown how many French soldiers became casualties in the engagement . The Germans lost 700 men , of which 400 were captured , mainly in the initial stages of the battle before the 88 mm FlaK 18s were brought about to engage the British forces . Despite common misconception , the FlaK 18 was not used for the first time as an anti - tank gun at Arras . Several years earlier , during the Spanish Civil War , the German volunteer unit Condor Legion had used FlaK 18s against armour and other ground targets . Rommel realised the defensive power of the FlaK 18 and used it to great effect during his time commanding the " Afrika Korps " . The Battle of Arras influenced Von Rundstedt to halt the German armour advancing on the Aa river on 24 May . This allowed the French to establish defensive lines to the west of Dunkirk , allowing British and French forces to escape via the Channel port . As the " Defence of Arras " , the counterattack was awarded as a Battle honour to the British units in action .