The 'Battle of Abbeville' was fought near Abbeville in north-eastern France between German and Allied forces during the 'Battle of France' (27 May/4 June 1940).

On 20 May, within the context of the German push though the centre of the Allied line to reach the Somme river and then the southern coast of the English Channel, Generalleutnant Rudolf Veiel’s 2^nd Panzerdivision of Generaloberst Wilhelm List’s 12^th Army within Generaloberst Gerd von Rundstedt’s Heeresgruppe 'A'. advanced 56 miles (90 km) toward Abbeville near the estuary of the Somme river. In the process, the German division overran Brigadier W. H. O. Ramsden’s 25^th Brigade of Major General Giffard Le Q. Martel’s 50^th Division of General the Lord Gort’s British Expeditionary Force, and captured the town at 20.30. Only a few British survivors managed to retreat to the south bank of the Somme river, and at 02.00 on 21 May, the German division’s 3/2^nd Schützenbrigade reached the English Channel coast to the west of Noyelles sur Mer.

Major General R. Evans’s British 1^st Armoured Division had arrived in France from 15 May without artillery, short of one of its armoured regiment and the infantry of Brigadier F. E. Morgan’s 1^st Support Group, which had been diverted to Calais. Between 27 May and 4 June, attacks by the Franco-British force to the south of the 2^nd Panzerdivison's bridgehead, soon taken over by Generalleutnant Oskar Blümm’s 57^th Division, recaptured about half of the area: in the process the Allied forces lost many of their tanks and the Germans much of their infantry, some units falling back across the Somme river. On 5 June, the divisions of Generaloberst Günther von Kluge’s 4^th Army attacked out of the bridgeheads south of the Somme river and pushed back the Franco-British divisions opposite it, which had been much depleted by their counterattacks, to the line of the Bresle river with many casualties.

The Allies clearly suffered from a lack of battlefield co-ordination: this was a major factor contributing to the Allied failure to defeat the Germans, and magnified the cost stemming from lack of preparation and underestimation of the German defences to the south of the Somme river. This lack of battlefield co-ordination, especially between the British and French formations and to a lesser extent between each of the allies; own formations, was caused by a shortage of radio equipment and led to elementary and costly tactical errors. The lack of communication continued after reinforcement by Major General V. H. Fortune’s British 51^st Division and French armoured and infantry divisions. The Germans had committed substantial forces to the bridgeheads, despite the operations farther to the north, that culminated in the 'Dynamo' evacuation from Dunkirk between 26 May and 3 June. The Somme river crossings at Abbeville and elsewhere were still available on 5 June, for 'Rot' (iii), the final German offensive which brought about the defeat and surrender of France.

After the 'Phoney War' of September 1939 to May 1940, the 'Battle of France' began on 10 May when the German armies in the west launched 'Gelb' and the associated 'Sichelschnitt'. The two armies of Generaloberst Fedor von Bock’s Heeresgruppe 'B' invaded the Netherlands and Belgium and then advanced to the west. Général d’Armée Maurice Gamelin, the Allied supreme commander, initiated the 'Dyle Plan' (Plan D) and Allied forces moved eastward into Belgium to deploy behind the Dyle river with the French 1ère Armeé and 7ère Armée and the British Expeditionary Force. The plan relied on the 'Ligne Maginot' fortifications along the Franco-German border to economise on troops and enable a mobile battle to be fought in Belgium. The Breda variant of the 'Dyle Plan' required the 7ème Armée to advance swiftly into the south-western Netherlands to link with the Dutch army, but the Germans advanced through most of the Netherlands before the French forces arrived. The attack into the Low Countries by Heeresgruppe 'B' was itself important, but in strategic terms something of a decoy designed to attract the bulk of the most powerful French and British forces while the armies of Heeresgruppe 'A' advanced in 'Sichelschnitt' through the 'impassible' Ardennes forest and mountain region farther to the south against second-rate French reserve divisions. The Germans crossed the Meuse river at Sedan on 14 May, far too quickly for the Allies to react, then attacked down the Somme river valley.

On 19 May, Generalmajor Erwin Rommel’s 7^th Panzerdivision attacked Arras but was repulsed, and during the evening SS-Gruppenführer Theodor Eicke’s SS Division 'Totenkopf' arrived on the left flank of the 7^th Panzerdivision. Generalleutnant Adolf Kuntzen’s 8^th Panzerdivision, farther on the German left, reached Hesdin and Montreuil, Generalleutnant Werner Kempf’s 6^th Panzerdivision took Doullens after a day-long battle with Brigadier G. R. P. Roupell’s 36^th Brigade of Major General R. L. Petre’s 12^th Division, and its leading elements pressed forward to Le Boisle. On 20 May, the 2^nd Panzerdivision advanced straight toward Abbeville. Luftwaffe attacks on this town increased, the Somme river bridges were bombed and at 16.30 a detachment of the 2/6^th Queens of Ramsden’s 25^th Brigade of Martel’s 50^th Division, encountered a German patrol and managed to report that the Germans had got between the 2/6^th and 2/7^th Queens. The British infantry were short of equipment and ammunition and were soon ordered to retreat over the river; the 1/5^th and 2/7^th Queen’s Royal Regiment (West Surrey) found that the bridges had been destroyed by the bombing. The Germans captured the town at 20.30, and only a few British survivors managed to retreat to the southern bank of the Somme river. At 02.00 on 21 May, the 3/2^nd Schützenbrigade reached the coast to the west of Noyelles sur Mer.

Generalleutnant Friedrich Kirchner’s 1^st Panzerdivision took Amiens and established a bridgehead on the southern bank of the Somme river, overrunning the 7/Royal Sussex Regiment of Brigadier R. J. P. Wyatt’s 37^th Brigade. Of the battalion’s 701 men, only 70 survived to be captured, but the operation deterred the Germans from probing farther. The 12^th Division and Major General A. E. Williams’s 23^rd Division had been destroyed, the area between the Scarpe river and the Somme river had been taken by the Germans, the British lines of communication had been cut and the ports of the English Channel were now vulnerable to capture.

At 08.30, pilots of Hawker Hurricane single-engined fighters of Air Marshal A. S. Barratt’s RAF Air Component reported that there was a German column at Marquion on the Canal du Nord and other columns farther to the south. Fires were seen in Cambrai, Douai and Arras, which the Luftwaffe had bombed, but the Air Component was moving back to bases in England. Communication between Air Vice Marshal P. H. L. Playfair’s Advanced Air Striking Force in the south, the remaining Air Component units in the north and the Air Ministry was disorganised, and the squadrons in France had constantly to move bases and operate from unprepared airfields with poor telephone connections. The AASF was cut off from the British Expeditionary Force, and the Air Ministry and England-based squadrons were too far away for close co-operation. Two squadrons of bombers in England reached the column seen at 11.30 and bombed transport on the Bapaume road, the second squadron finding the road empty. After 12.00, Général d’Armée Alphonse Joseph Georges, commander-in-chief of the Allied forces in north-eastern France, requested a maximum effort but only one more raid was flown, in this instance by two squadrons from 18.30 around Albert and Doullens. During the night, aircraft of Air Marshal Sir Charles Portal’s RAF Bomber Command and the Advanced Air Striking Force flew 130 sorties and lost five of their aircraft.

During the winter of 1939/40, brigades of the British Expeditionary Force had been detached for a period in the 'Ligne Maginot' to gain experience of conditions close to German troops. Saar Force comprised Fortune’s 51^st Division and an attached mechanised cavalry regiment, machine gun battalions, artillery, French troops and a composite RAF squadron of fighters and army co-operation aircraft. From 30 April to 6 May, the force took over a line on the Saar river from Colmen to Launstroff, between the French 42ème Division and 2ème Division. Early in May, German patrol and skirmish activities reduced in number, but on the night of 9/10 May many German aircraft flew overhead. On 13 May, the divisional front was bombarded and German infantry attacks were repulsed. More attacks followed on the Franco/British positions, and on 15 May the division was ordered back to the ligne de reçeuil (collection line), before being relieved by the night of 22/23 May to concentrate at Étain, 25 miles (40 km) to the west of Metz.

Soon after the end of the 'Dynamo' evacuation from Dunkirk, some 100,000 British combat and lines-of-communications troops to the south of the Somme river were reinforced, losses in the three Advanced Air Striking Force fighter and six bomber squadrons in France were replaced and another two fighter and four bomber squadrons were sent from England. Advance parties of Evans’s 1^st Armoured Division arrived at Le Havre on 15 May and after disembarkation moved to Arras. The German advance made operations in the area impossible and Luftwaffe bombing and mining of Le Havre made the port unsuitable for more landings. On 19 May, the War Office agreed that the rest of the division should land at Cherbourg and then concentrate at Pacy sur Eure, about 35 miles (56 km) to the south of Rouen. The rest of the division began to disembark on 19 May but had no artillery, was short of one armoured regiment and the infantry of the Support Group, which had been diverted to Calais. The division lacked wireless equipment, spare parts and bridging materials, and there were no tanks in reserve for the 114 light and 143 cruiser tanks in the armoured brigades.

On 21 May, Evans was ordered to capture crossings over the Somme river between Picquigny and Pont Remy, and then to ready his formation for operations to the east or north depending on circumstances. The area to the south of the lower reaches of the Somme river was the Northern District of the British Expeditionary Force’s logistical system under the command of Acting Brigadier A. B. Beauman) with sub-areas at Dieppe and Rouen. Beauman had received intelligence that the Germans had already captured the Somme river crossings and were moving on the Seine river bridges near Rouen, and ordered the crossings to be secured by part of the divisional Support Group. On the following day, part of the division concentrated in the Forêt de Lyons, to the east of Rouen, as a flank guard on the lower Andelle river and to protect the arrival of the rest of the division, which was scheduled to arrive on 23 May. Early in that day, part of the 1^st Armoured Division advanced to the Bresle river on a line from Aumale to Blangy, as reports were received that the German forces on the southern flank were on the defensive, only reconnoitring to the south of the river as they attacked St Omer and Arras in the north. The French 7ème Armée had closed on the German positions from Péronne to Amiens, ready to cross the river on 23 May. Gort’s headquarters ordered an attack by the 1^st Armoured Division, to combine with the Anglo-French operations at the 'Battle of Arras' that had started on 21 May.

On the night of 22/23 May, Allied forces to the north of the Somme river were cut off by the German advance to St Omer and Boulogne, which isolated the British Expeditionary Force from its supply depots in Brittany, at Cherbourg in Normandy and at Nantes. Dieppe was the main medical base of the British Expeditionary Force and Le Havre the principal supply and ordnance source. From St Saëns to Buchy, to the north-east of Rouen, lay the British Expeditionary Force’s ammunition depot, and the infantry, machine gun and base depots were at Rouen, Evreux and l’Epinay respectively. A main railway line linking the bases and connecting them with bases farther to the west in Normandy and with the British Expeditionary Force in the north extended through Rouen, Abbeville and Amiens. Beauman was responsible for base security and the guarding of 13 airfields that were being constructed with troops drawn from the Royal Engineers, Royal Army Ordnance Corps, Royal Corps of Signals and older garrison troops.

Farther south, in the Southern District, were three territorial divisions and the 4^th Border Regiment, 4^th Buffs and the 1^st/5^th Sherwood Foresters, lines-of-communication battalions, which were moved into the Northern District on 17 May as a precautionary measure. Railway movements between the bases and the Somme river quickly became difficult as a result of congestion and German bombing, the trains from the north carrying mainly Belgian and French troops, and the roads filling with retreating troops and hordes of refugees. Beauman lost contact with Gort’s headquarters and was unable to discover whether Allied troops were going to dig in on the Somme river or farther to the south. On 18 May, Major General P. de Fonblanque, commanding the lines-of-communication troops, ordered Beauman to prepare defences in the Northern District. Beauforce was improvised from the 2^nd/6^th East Surrey Regiment of the 12^th Division, the 4^th Buffs, four machine gun platoons and the 212^th Army Troops Company Royal Engineers.

Colonel C. E. Vickary’s Vicforce took over five provisional battalions created from reinforcement troops in British Expeditionary Force infantry and general base depots, which held plenty of men but few weapons and little equipment. Beauforce was sent by road to Boulogne on 20 May, but the Germans had already cut off the port and Beauforce returned to the 12^th Division near Abbeville. When German troops captured Amiens on 20 May and then began patrolling to the south of the river, in the absence of reliable information their appearance caused panic and alarmist reports. Beauman ordered the digging of a defence line along the Andelle and Béthune rivers, which were the most effective tank obstacles in the area to the south of the Bresle river, to protect Dieppe and Rouen from the east. Bridges were prepared for demolition and obstacles placed on their approaches.

On 21 May, General Ewald von Kleist’s Panzergruppe 'von Kleist', comprising General Gustav von Wietersheim’s XIV Corps (mot.), General Heinz Guderian’s XIX Corps (mot.) and General Hans-Georg Reinhardt’s XLI Corps, prepared the Somme river bridges for demolition and pushed outposts as far to the south as Moyenneville, Huppy, Caumont and Bailleul, where anti-tank guns had been dug in and camouflaged among the woods. Later in the same day, von Kleist received orders for the advance to resume to the north toward the English Channel ports, but von Kleist held back parts of his group in reserve on 22 May as a result of the Allied counterattack at Arras on 21 May, until reinforced by the XIV Corps (mot.) and Generalleutnant Paul Bader’s 2^nd Division (mot.), which began to take over the defence of the Somme river bridgeheads on the following day. The staff of Oberst Müller’s 511^th Pionierregiment zbV and the 41^st Pionierabteilung and 466^th Pionierbataillon were added to the 2^nd Division (mot.) in readiness to blow the Somme river bridges in an emergency as the division probed south to the Bresle river, Aumale and Conty. On arrival, the XIV Corps (mot.) was to continue to expand the bridgeheads on the river’s southern bank.

After the French command structure had been revised in January 1940, the Allied chain of command in the region around Abbeville descended from Weygand (supreme commander from 19 May), Georges (commander of the North-Eastern Front including the British Expeditionary Force, Général d’Armée Benoît Antoine Marie Roger Besson (3ème Groupe d’Armées), Général de Corps d’Armée Aubert Frère (7ème Armée), Général de Corps d’Armée Robert Altmayer (Groupe A/10ème Armée) and Général de Corps d’Armée Marcel Ihler (IX Corps), in command of Evans and Fortune, with the British Expeditionary Force that possessed a veto over French orders by appeal to the War Office and possessing vaguer responsibilities for the British forces to the south of the Somme river. During the afternoon of 18 May, Georges ordered the 6ème Armée, the 7ème Armée and Colonel Charles de Gaulle’s 4ème Division Cuirassée to organise the defence of the Crozat Canal line and the Somme river between Ham and Amiens. The 7ème Armée was ordered to keep its forces ready for a counterattack the left flank of the attacking German forces. Troops withdrawing from Belgium were to organise a defence line farther to the west around Abbeville to the English Channel. From 19 May to 4 June the French national railway system moved 32 infantry divisions to the area from the Aisne river to the Somme river despite German air superiority and the bombing of railway lines and junctions.

Brigadier F. Thornton’s British 2^nd Armoured Brigade comprised the headquarters and, as it armour, the Queen’s Bays, 9^th Queen’s Royal Lancers and the 10^th Royal Hussars. The headquarters and the Bays had landed at Cherbourg on 20 May and deployed on the Bresle river between Aumale and Blangy. The other two armoured regiments arrived on the night of the 22/23 May, crossed the Seine river on 23 May to join the brigade, which they met at Hornoy and Aumont on the road linking Aunoy and Picquigny after travelling 65 miles (105 km) since detraining. Thornton also had the 101^st Light Anti-Aircraft and Anti-Tank Regiment (less its Bofors anti-aircraft guns) and three companies of the 4^th Border Regiment from Beauforce from 24 May. An advance party of the Bays moved forward during the night to Araines, 4 miles (6.4 km) from the Somme river at Longpré and lost two tanks on mines trying to capture the bridge, then found that all the bridges and the road along the southern bank had been mined, and were also both blocked and guarded.

An attack was ordered on the bridges at Dreuil, Ailly and Picquigny by one company of the 4^th Borders and a troop of the Bays at each place. At Ailly, the Borders got two platoons across the river despite the fact that the bridge had been blown, but with the tanks stranded on the southern bank the party was soon pulled back. The groups at Ailly and Picquigny could not reach the river as a result of the strength of the German forces holding these two bridgeheads, the Borders suffering many casualties and the Bays losing several tanks. The Borders spent the night at a wood 8 miles (13 km) to the south of Ferrières and the Bays between that village and Cavillon. The 51^st Division arrived on the English Channel coast during the early Allied attacks on the German bridgeheads to the south of the Somme river and assembled on the Bresle line after a difficult journey from the Saar as a result of German bombing, frequent changes of plan and delays caused by the major regrouping of the French armies to the south of the Somme river. The divisional headquarters was established at St Leger, 7 miles (11 km) to the south of Blangy on 28 May under the command of the French IX Corps.

The terrain to the north of the Bresle river is a flat plateau cut by wooded river valleys draining into the Bresle or Somme rivers, and is dotted with villages obscured behind trees, among open fields with little cover. Under the impression that the Allied attack at Arras on 21 May was the start of Allied operations on each side of the 'Panzer corridor' to the sea, designed to trap the German armoured spearheads at the end of the Somme river valley, the headquarters of the British Expeditionary Force ordered Evans’s 1^st Armoured Division to advance with the units it had available and without delay. Unknown to the Allies, however, the supposedly mangled remains of six Panzer divisions believed to be between the British Expeditionary Force and the Somme rover, was in fact a force of 10 most decidedly unmangled Panzer divisions which, by 23 May, were reinforced by several motorised infantry divisions. The latter had arrived and dug in on the Somme river crossings to the south of Amiens and Abbeville. The Allied commanders judged it vital for the 1^st Armoured Division to cross the Somme river on the left of the 7ème Armée, so the division was to advance on St Pol to cut off the German forces around St Omer and thus relieve the British Expeditionary Force’s right flank. Evans thought that the British division, arriving piecemeal, with its support group and one armoured regiment diverted to Calais, and with no artillery and the 7ème Armée unprepared, could not achieve such an ambitious objective but had to comply with his instructions.

Georges passed orders to the Swayne Mission, the British liaison organisation at the French general headquarters, that the 1^st Armoured Division was to mop up the Germans to the south of Abbeville, while the 7ème Armée crossed the Somme river. Gort replied that he wanted the division to attack, not pursue small German forces. Altmayer, the commander of Groupe B, the left-flank units of the 7ème Armée, sent other orders to the effect that the division must cover the 7ème Armée’s left flank during its attack on Amiens. The Swayne Mission then confirmed that the division was not under the command of Altmayer and was to carry out the existing orders. Evans ordered the 2^nd Armoured Brigade, which was the only part of his division then available, to close up to the Somme river during that night.

During the night of 24/25 May, Evans was ordered to co-operate with the French and wait in its current positions. Georges had notified the Swayne Mission that the 51^st Division was moving from the Saar and would join the 1^st Armoured Division to cover the ground from Longpré to the coast. On 24 May, Georges had informed Besson, the commander of 3ème Groupe d’Armées, on the left flank of the Somme-Aisne line, that the 1^st Armoured Division was to hold the line until the 51^st Division arrived, establish small bridgeheads and prepare the bridges for demolition. By this time the Germans were 5 to 6 miles (8 to 9.7 km) to the south of the river. The headquarters of the British Expeditionary Force also reported that the Germans had good defensive positions and were operating strong patrols, supported by light armoured cars, between the bridgeheads and the Bresle river. On 25 May Georges ordered that the German bridgeheads were to be destroyed. Evans was put under the command of the 7ème Armée, with the agreement of the War Office, which ordered a maximum effort. The War Office was unaware that the French were incapable of an attack, from the Sommeriver’s southern bank, sufficiently powerful to succeed or that while preparing for 'Rot' (iii) the Germans would reinforce the bridgeheads, two divisions having already dug in from Amiens to the sea, with more divisions moving into the area.

On 26 May, orders for the attack were issued, the 2^nd Armoured Brigade came under Colonel Berniquet’s the 2ème Division Légère de Cavalerie with orders to take high ground from Bray to Les Planches, which overlooks the Somme river to the south-east of Abbeville, with support from French artillery and infantry. Brigadier J. T. Crocker’s 3^rd Armoured Brigade was subordinated to the 5ème Division Légère de Cavalerie for an attack on high ground from Rouvroy and St Valery sur Somme, also with French artillery and infantry in support. British tank commanders stressed to Besson and Frère that the British armour was base on the Light Tank Mk VI and cruiser tanks, similar to the equipment in French mechanised light divisions, and therefore not slow, heavily armoured infantry tanks such as those of the French armoured divisions.

The Allied attack began at 06.00 after a one-hour delay while the French artillery got ready. The 2ème Division Légère de Cavalerie and the attached British armoured brigade on the right flank attacked from Hocquincourt, Frucourt and St Maxent, to the east of the road linking Blangy and Abbeville and the 5ème Division Légère de Cavalerie from the Bresle river to the north of Gamaches. Both of the French divisions had been depleted by earlier engagements and were unable to deploy any armour. There had been little time to reconnoitre and information about the German dispositions was therefore sparse. To succeed, armoured attacks would have to be combined with artillery and infantry attacks, but there were far too few troops and guns, and co-operation between the British and French was far from adequate. On the right flank, the tanks failed to advance far and many were knocked out at close range by the fire of 37-mm PaK 36 anti-tank guns from Caumont and Huppy as they moved over ridges in between. On the left flank, the 3^rd Armoured Brigade was able to reach the high ground near Cambron and Saigneville, and the edge of St Valery sur Somme on the coast. There was no infantry to follow up and consolidate the ground, and the tanks were ordered to retire after it was learned that the French were digging in behind them at Behen, Quesnoy and Brutelles. The 1^st Armoured Division suffered the loss of 65 tanks, of which some were recovered, and 55 breakdowns caused by lack of maintenance. Among the tanks put out of action were 51 Light Tanks Mk VI and 69 cruisers. Minor repairs could be undertaken locally, but more substantial work had to be done at the divisional workshops to the south-west of Rouen, where repairs were slowed by a lack of spares.

On 28 May, the French divisions on the Bresle river attacked once more, captured some German outposts and reached the Somme river on both sides of the German bridgehead, but failed to capture Abbeville and St Valery. The 1^st Armoured Division recovered from its attack and reorganised, the 9^th Lancers going into reserve and the remnants of the Bays and 10^th Hussars being formed into a composite regiment of the 2^nd Armoured Brigade. Georges sent Instruction 1809, reminding French commanders that the 1^st Armoured Division was analogous to a French division légère mécanique (mechanised light division) and was therefore not suitable for attacks on prepared positions. It should be used with the 51^st Division on the left flank of the IX Corps. The 4ème Division Cuirassée arrived: although improvised, incomplete and having suffered many losses earlier in counterattacks in the 'Battle of Montcornet' on 17 May, this formation was much more powerful than the French cavalry divisions used hitherto and could field 137 tanks (32 Char B1, 65 Renault R35, 20 SOMUA S35 and 20 Hotchkiss H35 modèle 39 machines) and 14 Panhard 178 armoured cars.

The 4ème Division Cuirassée attacked on 28 May on each side of road linking Blangy ad Abbeville, but was held by the anti-tank defences in woods and a ridge running to the north-west from Villers sur Mareuil. The German front line was held by two battalions of the 217^th Infanterieregiment reinforced by two companies of the 157^th Panzerabwehrabteilung (mot.) with an establishment of 48 37-mm PaK 36 guns. The 4ème Division Cuirassée lacked heavy artillery and infantry for consolidation, possessing only four battalions of motorised infantry and about 72 75-mm (2.95-in) and 105-mm (4.13-in) guns, which could inflict little damage on prepared positions. The French attack was preceded by an artillery bombardment, the 105-mm (4.13-in) guns firing about 6,000 shells on Huppy. At 17.00, two battalions of Char B1 tanks advanced toward the German positions and destroyed most of the machine gun nests. The German infantry of the 10^th Kompanie of the 217^th Infanterieregiment broke when they saw that the PaK 36 guns had little effect on the French heavy tanks, subsequently claiming that they had been attacked by French bombers and Char 2C Riesenpanzer (giant tanks). When the Char B1 machines continued their advance toward the Abbeville bridges, the French infantry failed to keep pace: indecision led the French tank crews to retire at dusk to their jumping-off positions and regroup.

Some 18 Char B1 tanks had been put out of action, of which three were repaired during the night. The German 9^th Kompanie of the 217^th Infanterieregiment, which was in reserve, was ordered to make an immediate counterattack on the French penetration’s western flank in order to close the gap and destroy the French forces which had broken through. While the company was concentrating near Caumont, it was surprised by the arrival of a new wave of French R35 tanks of one battalion of the 44e BBC, The company engaged the tanks with four PaK 36 guns, but one was destroyed by 37-mm shells from a R35, another was smashed by a tank and the crews of the other two guns were killed by the tanks' machine gun fire. The French infantry overran the German company, but failed to keep up and the tanks retreated during the night. The cavalry of the 3ème Cuirassiers was attached to the 4ème Division Cuirassée and at about 18.00 attacked the eastern flank of the bridgehead with its Hotchkiss tanks, joined by the S35 tanks at about 19.00. The tanks had great difficulty overcoming the barricades which the French had earlier constructed at Bellevue and were harassed by accurate German 105-mm (4.13-in) howitzer fire, which could crack the deck armour with direct hits. At about 19.15, the tanks retired after losing 10 S35 machines knocked out and thirteen Hotchkiss tanks to mechanical failure, suspension damage or ditching.

By the time that most of the French armour had withdrawn, the French infantry had advanced about 2.8 miles (4.5 km) into the bridgehead, more than half the distance to the bridges, and taken about 200 prisoners. The 3/217^th Infanterieregiment on the eastern flank had been routed, spreading panic in the Caubert area with tales of French Ungeheuer (monsters) and Stahlfestungen (steel fortresses). It was estimated that only about 75 men still possessed sufficient morale to offer resistance, and the bridgehead collapsed as the western flank had to be withdrawn to avoid encirclement, so reducing the area held by the Germans to about one-sixth of its original extent. While German artillery fire was suspended as a result of uncertainty about the locations of the French positions, de Gaulle was also ignorant of the extent of the French advance and the German’s current vulnerability. He therefore ordered his tank units to rest and regroup during the night, ready to renew the advance at first light. The respite provided the German commanders to recover and to organise a new defensive perimeter.

On 29 May, the 4ème Division Cuirassée attacked again, with parts of the 2ème and 4ème Divisions Légères Cuirassées, while the British largely remained in reserve. As a result of the losses on the previous day, far fewer tanks were available: the French had 14 Char B1, 20 R35 and about 12 cavalry tanks, and were reinforced by the remaining tanks of the 1^st Armoured Division attached to the 5ème Division Légère de Cavalerie. The tanks attacked the Mont de Caubert position, where German morale was still low. An important part of the German defence was the 64^th Flakabteilung, which fielded about 16 very powerful 88-mm (3.465-in) guns, whose armour-piercing ammunition could penetrate the Char B1’s frontal armour with ease. As the 37-mm anti-tank guns had been found to be ineffective, they were supplemented by 105-mm (4.13-in) howitzers. Early in the morning, the Char B1 tanks cleared the lower western and southern slopes of the Mont de Caubert, meeting little resistance from the German infantry, and destroyed one 105-mm 4.13-in) howitzer position for the loss of one tank.

While attempting to take the summit of the Mont de Caubert, a flat area devoid of cover, the French discovered it was defended by a number of 105-mm (4.13-in) and 88-mm (3.465-in) guns with clear fields of fire. The Char B1 tanks attacked several times and used most of their ammunition for a loss of two tanks, after which they withdrew to the slopes to replenish later in the morning. The R35 battalion started to advance and, after clearing the area to the south-east of Caubert, reached the summit at about 12.00 to be engaged immediately by an outlying 88-mm (3.465-in) gun. Surprised by what they mistook for a 94-mm (3.7-in) gun, the French directed the fire of 75-mm (2.95-in) field guns on the 88-mm (3.465-in) gun, which was destroyed. The flanks of the bridgehead had crumbled as the 3ème Cuirassiers advanced in the east and the 5ème Division Légère de Cavalerie moved from the west, which routed the German troops in this sector. When the PaK 36 crews of the 5^th Kompanie saw the British tanks they immediately withdrew, followed by much of the infantry. The retreat caused a panic among the supply and transport troops in the pocket, who fled over the Somme river bridge into Abbeville.

To halt the rout, the German commanders ordered the 5^th Kompanie and other unreliable units out of the bridgehead, so that troops holding firm, such as the 2^nd Kompanie and 6^th Kompanie, would not be affected. Generalleutnant Erich von Manstein, commander of the XXXVIII Corps, was warned and rallied the personnel in Abbeville. von Kluge, commander of the 4^th Army, was informed by von Manstein that a 'rather serious crisis' had developed, and agreed to the evacuation of the pocket should this become unavoidable. The 2^nd Division (mot.) at Rue was alerted and sent out advance parties to reconnoitre. The orderly withdrawals over the bridge were seen by the French, and at 12.00 de Gaulle issued an order announcing the German abandonment of the bridgehead and that the 4ème Division Cuirassée should immediately exploit this by advancing toward the river.

The French advance came to a halt and at 14.00, and the Char B1 battalions asked for an artillery bombardment of the German defences on the Mont de Caubert, to destroy the 88-mm (3.465-in) guns, but this did not begin until 20.00. Allied attacks at the western flank of the pocket at Cambron were stopped by close-range fire from 105-mm (4.13-in) howitzers. The R35 battalion did not advance and the German commanders sent the rallied troops back over the river to raise their morale by making a successful counterattacks. The German advance to the south from the Mont de Caubert was repulsed by the 75-mm (2.95-in) fire of the Char B1 tanks, but these vehicles were forced to expose themselves to the German guns and lost another four machines. By a time late in the afternoon, only seven Char B1 tanks were still operational. German counterattacks around Cambron became so threatening, despite the deployment of a battalion of the 51^st Division, that French cavalry tanks were moved from the eastern to the western side of the bridgehead to repulse them. A lull descended on the battlefield during the evening.

The failure of the French to complete the reduction of the German bridgehead was caused by the resistance of the German defenders and, on the French side, fatigue among the troops, tank losses and the false impression given by de Gaulle’s premature order including his assertion that the battle had already been won. The French had overrun about half of the bridgehead, inflicted severe casualties on German officers and non-commissioned officers, taken about 200 prisoners, and routed more than two infantry battalions of Blümm’s 57^th Division. After three hours, the German infantry had rallied and reoccupied their positions without meeting any opposition. The Allied offensive ended on 30 May, the French having lost 105 tanks in three days.

By 1 June Weygand had abandoned the counter-offensive to the north over the Somme and Aisne rivers, but wanted the attacks on the German bridgeheads to the south of the Somme river to be continued as a defensive measure against the expected German offensive against Paris. Georges ordered a pause in the attacks by the 7ème Armée in order to regroup for an attack on 4 June. Groupe A became the 10ème Armée, which included the 1^st Armoured Division and the 51^st Division, in IX Corps, in which the 4ème Division Cuirassée was replaced by the 1ème Division de Montagne and the 2ème Division Cuirassée. The troops under Beauman command were organised as the Division Beauman with three improvised infantry brigades, one anti-tank regiment, one field artillery battery and service troops. The French government intended that these ad hoc forces should go to England, with only enough lines-of-communication troops retained to support an armoured division, four infantry divisions and the Advanced Air Striking Force; Georges persuaded the War Office to keep the Division Beauman on the line between Andelle and Béthune.

Between 1 and 3 June, the 51^st Division, which was still over-strength because of the attachments for Saarforce, the Composite Regiment and the remaining elements of the 1^st Support Group, relieved the two French divisions opposite the Abbeville and St Valery bridgehead, with Brigadier G. T. Burney’s 153^rd Brigade in reserve on the Bresle river between Blangy and Senarpont. A distance of 9 miles (14 km) of the river on the right were held by a small force, with the Composite Regiment further back between Aumale and Forges; downstream, a pioneer battalion held a 16-mile (26-km) stretch. The Division Beauman held a 55-mile (89-km) line from Pont St Pierre, 11 miles (18 km) to the south-east of Rouen, to Dieppe on the coast, which left the British units holding an 18-mile (29-km) front, 44 miles (71 km) of the Bresle river and 55 miles (89 km) of the line between Andelle and Béthune, with the rest of the IX Corps on the right flank.

The Mont de Caubert spur extends to the north from the village of Mareuil Caubert and there is a ridge to the west of Rouvroy which dominate the roads into Abbeville from the south. An Allied attack was planned for the 31ème Division de Montagne and the 2ème Division Cuirassée Division. On the latter;s right, Brigadier H. W. V. Stewart’s 152^nd Brigade of the 51^st Division was to capture Caubert and the woods from there to Bray. The 153^rd Brigade on the left of the French mountain division was to capture the high ground to the south of Gouy and Brigadier A. C. L. Stanley Clark’s 154^th Brigade was to stand fast and engage German defenders around St Valery sur Somme in order to prevent their use to reinforce the Abbeville bridgehead; the Composite Regiment was to remain in reserve at St Léger. The French divisions came under Fortune’s command, having recently arrived and having had little time to prepare or reconnoitre. There were few photographs from air reconnaissance and the briefing of the troops was rushed, some parts of the mountain division arriving a mere 90 minutes before zero hour. The German defences were mostly unknown and there were no aircraft to undertake artillery observation and thus direct the guns' fore onto artillery emplacements and infantry forming-up areas.

Zero hour was set for 03.00, when a mist filled the Somme river valley.This mist was light enough for the attackers to assemble but not for this to be seen by the Germans. At 02.50 an Allied artillery bombardment fell on the woods around Beinfay and Villers; the 2/Seaforth Highlanders advanced to capture German positions on the fringes of the woods, despite the fact that the planned French heavy tank support had not arrived. The objectives were captured, but by the time that the French tanks appeared, the barrage had stopped. As the tanks drove between the road linking Blangy and Abbeville and the woods they ran into minefield, where they were engaged by German anti-tank guns and artillery. Several tanks triggered mines, blew up or caught fire and more were knocked out by the German guns, but the rest reached the foot of the Mont Caubert and Mesnil Trois Foetus. The 4/Seaforth Highlanders were due to follow up with the support of light tanks, and when three of these vehicles arrived they advanced on the south-eastern side of the woods near Villers, where they were received by massed machine gun fire from the Mont de Caubert and repulsed. When the tanks were ordered back to the start line, only six of the 30 heavy tanks and 60 of the 120 light tanks returned.

The attack of the 4/Queen’s Own Cameron Highlanders, to the south of Caubert, failed against well dug-in German machine guns, although some men advanced far enough to engage in hand-to-hand combat. Two platoons got into Caubert and were cut off, the 152^nd Brigade losing 563 men in its attack. On the left, an attack by a regiment of the French mountain division was quickly stopped by Germans dug in among woods to the west of Mesnil Trois Foetus but the attack of the 153^rd Brigade on the left flank had more success. The 1/Black Watch attacked from the Cahon river valley and reached Petit Bois and the 1/Gordon Highlanders attacked from Gouy, pushed the Germans out of Grand Bois and at 12.00 reached their objective on the high ground to the east. The 1/Gordon Highlanders was assisted by a system of Very light signals worked out with the artillery, which enabled the infantry to direct the artillery onto German machine gun nests. With the Germans still on the high ground to the north-west of Caubert, however, the area was untenable and the 1/Gordon Highlanders was ordered back to the start line.

Confusion over Franco-British command arrangements in the area to the south of the Somme river had to an extent been sorted on 25 May, when the 51^st Division was subordinated to Ihler, the IX Corps commander, part of Altmayer’s Groupe A of the Frère’s 7ème Armée, and the 1^st Armoured Division to Groupe A, which then became the 10ème Armée. Military Mission 17, led by Lieutenant General J. H. Marshall-Cornwall, joined the headquarters of the 10ème Armée to co-ordinate British operations with those of the French. The inadequacy of command arrangements was exposed by the unrealistic French expectations of the 1^st Armoured Division, which was equipped with fast but lightly armoured light tanks and cruiser tanks rather than the thickly armoured types in the French armoured divisions. Altmayer nonetheless used the 2^nd and 3^rd Armoured Brigades in the attack on 27 May, which cost the British 120 tanks for little gain in ground, and which had to be given up for lack of infantry to consolidate.

When the 4ème Division Cuirassée attacked between 28 and 30 May, the German PaK 36 anti-tank guns shot away tank aerials and pennants but bounced off the armour. Some German troops panicked and ran, 200 were taken prisoner and the French retook about half of the Abbeville bridgehead. The Allies had too few infantrymen to hold the captured ground and ended back on their start lines without 105 of the 4ème Division Cuirassée’s tanks. Allied attacks suffered from a chronic lack of tactical communication, caused by an inadequate number of radios. Tanks, infantry and artillery could not stay in contact or talk to their divisional headquarters, and inter-army tactical liaison was possible only at the lowest level. On 4 June, French tanks drove onto a minefield in an area thought to be held by the 51^st Division, which had been withdrawn during the evening of 3 June and had failed to notify the French troops on its flanks; German troops followed up and planted the mines in what was an obvious tank avenue between woods.

On 27 May, the attacks of the 1^st Armoured Division, the 2ème Division Légère de Cavalerie and the 6ème Division Légère de Cavalerie cost the British 65 tanks knocked out and another 55 as a result of mechanical failures. From 29 to 30 May the 4ème Division Cuirassée lost 105 tanks, and on 4 June the Franco-British force suffered about 1,000 infantry casualties; they also lost 50 tanks and other armoured vehicles.

On 5 June there started 'Rot' (iii), the German offensive to complete the defeat of France, and Heeresgruppe 'A' attacked toward the Seine river on each side of Paris. The 4^th Army's offensive on the Somme river began at 04.00 opposite the 51^st Division at St Valery sur Somme. German infantry moved forward against Saigneville, Mons, Catigny, Pendé, Tilloy and Sallenelle, held by the 7 and 8/Argyll and Sutherland Highlanders as other troops passed between them, the villages being too far apart for mutual support. Saigneville, Mons, Catigny, Pendé and Tilloy fell to the Germans late in the afternoon and the 7/Argylls was surrounded at Franleu by troops infiltrating between Mons and Arrest, as they were attacked frontally. The 4/Black Watch was ordered from reserve to relieve Franleu but was stopped by German troops at Feuquières, and one Argylls company sent forward was surrounded at the edge of Franleu. By dark, the remnants of the 154^th Brigade had been pushed back to a line from Woincourt to Eu.

On the right, the 153^rd Brigade was attacked by Junkers Ju 87 single-engined dive-bombers as well as by mortar and artillery fire. The German infantry pushed the battalion back to Toeufles, Zoteux and Frières, where British machine gun and artillery fire stopped the advance. The French mountain division was forced back parallel to the British from Limeux to Limercourt and Béhen, with the 152^nd Brigade on the right retreating from Oisemont to the road linking Blangy and Abbeville. At Bray, to the east, the 1/Lothian and Border Horse was forced back to the east of Oisement. The Composite Regiment had several engagements and suffered some tank casualties before rallying at Beauchamps on the Bresle river. The 51^st Division and the French mountain division had tried to hold a 40-mile (64-km) front and were so depleted after the bridgehead attacks up to 4 June, that the 1/Black Watch had been required to hold a 2.5-mile (4-km) front in close country.