The 'Battle of Beda Fomm' was the essentially total destruction by Lieutenant General Richard O’Connor’s British XIII Corps of Generale di Corpo d’Armata Giuseppe Tellera’s Italian 10a Armata on the eastern coast of the Gulf of Sirte as the culmination of the British 'Compass' (i) operation (6/7 February 1941).

The speed of the British advance during 'Compass' (i) (9 December 1940/9 February 1941) forced the Italian 10a Amata to evacuate Cyrenaica, the eastern province of the Italian colony of Libya. Late in January, the British learned that the Italians were retreating along the Litoranea Balbo (Via Balbia) from Benghazi, and Major General Michael O’Moore Creagh’s 7^th Armoured Division was despatched to intercept the remnants of the 10a Armata by moving through the desert, to the south of the Jebel Akhdar via Msus and Antelat as Major General Iven Mackay’s Australian 6^th Division pursued the Italians along the coast road, to the north of the jebel. The terrain was hard going for the British tanks, and Lieutenant Colonel John Combe’s 'Combe' Force), a flying column of wheeled vehicles, was sent ahead across the chord of the jebel.

Late on 5 February, 'Combe' Force arrived at the Via Balbia to the south of Benghazi and established roadblocks near Sidi Saleh, about 30 miles (48 km) to the south-west of Antelat and 20 miles (32 km) to the north of Agedabia. The leading elements of the 10a Armata arrived 30 minutes after the British, who then sprang their ambush. On the following day, the Italians attacked in an effort to to break through, and continued their attacks into 7 February. With British reinforcements arriving and the Australians pressing down the road from Benghazi, the 10a Armata surrendered later on that same day. Between Benghazi to Agedabia, the British took 25,000 prisoners, captured 107 tanks and 93 guns of the 'Compass' (i) totals of 133,298 men, 420 tanks and 845 guns.

On 9 February, Churchill ordered a halt to the advance so that formations and units could be sent to Greece for commitment in the 'Greco-Italian War', in which 'Marita' was thought imminent as a German attack through Macedonia. In any event, the British were unable to continue beyond El Agheila because of vehicle breakdowns, exhaustion and the adverse effects of the hugely lengthened supply transport distance from their base in Egypt. A few thousand men of the 10a Armata escaped the disaster in Cyrenaica but the 5a Armata farther to the west in Tripolitania, had four divisions. The strongholds at Sirte, Tmed Hassan and Buerat were reinforced from Italy, which brought the 10a Armata[ and 5a Armata up to a combined strength of about 150,000 men. German reinforcements were sent to Libya to form a Sperrverband (blocking detachment) under the terms of Adolf Hitler’s Führerweisung Nr 22 of 11 January, these being the first units of Generalleutnant Erwin Rommel’s Deutsches Afrika Korps.

In 1936, Generale d’Armata Alberto Pariani had been appointed as the Italian army’s chief-of-staff and embarked on a programme of reorganising divisions to fight wars of rapid decision, according to thinking that speed, mobility and new technology could revolutionise military operations. In 1937, three-regiment (triangular) divisions began to change to a two-regiment (binary) establishment as part of a 10-year plan to reorganise the standing army into 24 binary, 24 triangular, 12 mountain, three motorised and three armoured divisions. However, the main effect of the change was to increase the army’s administrative burden without any corresponding increase in efficiency as the new technology, tanks motor vehicles and wireless communications were slow to arrive and were also inferior to those of potential enemies. The dilution of the officer class by the need for extra unit staffs was exacerbated by the politicisation of the army and the addition of 'Blackshirt' militia. The reforms also promoted a preference for frontal assaults to the exclusion of other theories, dropping the previous emphasis on fast mobile warfare backed by artillery.

The eastern province of Libya, Cyrenaica had been an Italian colony since the Italo-Turkish War (1911/1912). With Tunisia, a part of French North Africa to the west and Egypt, under British control, to the east, the Italians prepared to defend both frontiers through a North African supreme headquarters under the command of the governor-general of Italian Libya, Maresciallo dell’Aerea Italo Balbo. The supreme headquarters controlled Generale d’Armata Italo Gariboldi’s 5a Armata) and Generale d’Armata Mario Berti’s 10a Armata, which in the middle of 1940 together had nine metropolitan divisions of about 13,000 men each, and three Milizia Volontaria per la Sicurezza Nazionale ('Blackshirt') and two Libyan colonial divisions of 8,000 men each.

Morale was considered to be high and the army had recent experience of military operations. The Italian navy had prospered under the Fascist regime, which had paid for fast, well-built and well-armed ships and a large submarine fleet, but the navy lacked experience and training. The air force had been ready for war in 1936 but had stagnated by 1939 and was not considered by the British to be capable of maintaining a fast tempo of operations. The 5a Armata with eight divisions was based in Tripolitania, the western half of Libya opposite Tunisia, and the 10a Armata with six infantry divisions, held Cyrenaica in the east opposite Egypt. When war was declared, the 10a Armata moved the 1a Divisione libica to the frontier between Giarabub and Sidi Omar, and the XXI Corpo d’Armata from Sidi Omar to the coast, Bardia and Tobruk. The XXII Corpo d’Armata was located to the south-west of Tobruk as a counter-offensive formation.

The British had based forces in Egypt since 1882, but their number had been greatly reduced by the terms of the Anglo-Egyptian Treaty of 1936. The small British and commonwealth force garrisoned the Suez Canal and the Red Sea route, which were vital to British communications with the UK’s Far Eastern and Indian Ocean territories. In the middle of 1939, General Sir Archibald Wavell was appointed as the commander-in-chief of the new Middle East Command covering the Mediterranean and Middle Eastern theatres. Until the Franco-Axis armistice of June 1940, the French divisions in Tunisia faced the 5a Armata on the western Libyan border. In Libya, the Italian army had about 215,000 men, and in Egypt the British had about 36,000 troops, with another 27,500 men training in Palestine.

The British forces included Major General Percy Hobart’s Mobile Division (Egypt), which was one of only two British armoured training formations, and in the middle of 1939 this was redesignated as the Armoured Division (Egypt) and, on 16 February 1940, became the 7^th Armoured Division. The Egypt/Libya border was defended by the Egyptian Frontier Force and in June 1940, the headquarters of Major General Richard O’Connor’s 6^th Division assumed command in the Western Desert, with instructions to drive back the Italians from their frontier posts and dominate the hinterland if war began. The 7^th Armoured Division, less the 7^th Armoured Brigade, assembled at Mersa Matruh and sent the 7^th Support Group toward the frontier as a covering force, and the RAF also moved most of its bombers into this area; Malta was also reinforced.

The headquarters of the 6^th Division, which lacked complete and fully trained units, was renamed as the Western Desert Force on 17 June. In Tunisia, the French had eight divisions, capable only of limited operations, and in Syria about 40,000 troops in three poorly armed and trained divisions, along with border guards, most as an army of occupation against the civilian population. Italian land and air forces in Libya greatly outnumbered those of the British in Egypt, but suffered from poor morale and were handicapped by some inferior equipment and poor serviceability. In Italian East Africa were another 130,000 Italian and African troops, with 400 pieces of artillery, 200 light tanks and 20,000 trucks.

The Western Desert is about 240 miles (390 km) wide, from Mersa Matruh in Egypt to Gazala on the Libyan coast, along the Litoranea Balbo (Via Balbia), which was the area’s only paved road. The Great Sand Sea 150 miles (240 km) inland marked the southern limit of the desert at its widest at Giarabub and Siwa oases. In British parlance, 'Western Desert' came to include eastern Cyrenaica in Libya. From the coast, extending inland is a raised, flat plain of stony desert, about 300 to 500 ft (90 to 150 m) above sea level, which runs 120 to 190 miles (200 to 300 km) in depth until the Sand Sea. Scorpions, vipers and flies populated the region, which was otherwise inhabited only by a small number of Bedouin nomads.

Bedouin tracks linked wells and the more easily traversed ground, and navigation was by sun, star, compass and 'desert sense', the last being a good intuitive perception of the environment gained by experience. In the spring and summer, the days are miserably hot and the nights bitterly cold. The sirocco (gibleh or ghibli), a hot desert wind, blows clouds of fine sand, which reduce visibility to a few yards and coat the eyes, lungs, machinery, food and equipment. Motor vehicles and aircraft need special oil filters, and the barren ground means that supplies for military operations have to be transported from outside the area.

Italy declared war on 10 June 1940.

Following the 'Operazione 'E'' Italian invasion of Egypt by the 10a Armata and the advance to Sidi Barrani, Wavell ordered the commander of British Troops Egypt, Lieutenant General Sir Henry Maitland Wilson, to plan a limited operation to push back the Italians. For administrative and logistical reasons, the resulting 'Compass' (i) operation was originally planned as a five-day raid, but consideration was given to continuance of the undertaking should it prove successful. On 28 November, Wavell wrote to Wilson that 'I do not entertain extravagant hopes of this operation but I do wish to make certain that if a big opportunity occurs we are prepared morally, mentally and administratively to use it to the fullest.'

On 8 December, the British began the operation against the Italian fortified camps that had been established in a defensive line outside Sidi Barrani. (Berti was currently on sick leave and Generale d’Armata Italo Gariboldi, the deputy commander-in-chief in North Africa, had temporarily taken his place.) The raid succeeded and the few units of the 10a Armata in Egypt that were not destroyed had to withdraw. By 11 December, the British had converted the raid into a counter-offensive and the rest of the 10a Armata in Egypt was swiftly defeated. The British prolonged the operation to pursue the remnants of the 10a Armata to Sollum, Bardia, Tobruk, Derna and Mechili, then advanced through and around the Jebel Akhdar to cut off the Italian retreat to Beda Fomm and El Agheila on the Gulf of Sirte.

The area lying to the east of the Jebel Akhdar mountains was garrisoned by General do Corpo d’Armata Annibale Bergonzoli’s XX Corpo d’Armata with Generale di Divisione Guido della Bona’s 60a Divisione autotrasportabile 'Sabratha' and Generale di Brigata Valentino Babini’s Raggruppamento 'Babini', which had already lost some of its tanks in the British capture of Tobruk. The Raggruppamento 'Babini' had an establishment of 120 tanks, but these included 82 which had only recently landed at Benghazi. The new tanks needed 10 days to be made battleworthy and three days to reach Mechili, but in the current crisis tanks had been rushed forward, which reduced their serviceability. A defensive position was established by the 60a Divisione autotrasportabile along a line from Derna along the Wadi Derna, with the Raggruppamento 'Babini' concentrating at Mechili fort (inland and slightly to the south-west of Derna where several desert tracks converged), Giovanni Berta and Chaulan, to guard the flank and rear of the infantry. On 22 January, the British advanced towards Derna with Brigadier Horace Robertson’s Australian 19^th Brigade, and sent another Australian brigade to reinforce Brigadier John Caunter’s 4^th Armoured Brigade of Creagh’s British 7^th Armoured Division, to the south of the Jebel Akhdar, for an advance on Mechili.

It is worth noting that in the turmoil created by 'Compass' (i), the 10a Armata had several commanders in quick succession: Berti until 23 December 1940, Gariboldi when Berti was on sick leave, Tellera from 23 December 1940 to 7 February 1941 when he was killed in action, and Bergonzoli who surrendered 7 February.

On 23 January, Tellera ordered a counterattack against the British as they approached Mechili fort, to avoid an envelopment of the XX Corpo d’Armata from the south, but communication within the Raggruppamento 'Babini' was slow as only the tanks of senior commanders had wireless. On the following day, 10 to 15 M13/40 medium tanks of the Raggruppamento 'Babini' attacked the 7^th Hussars of the 4^th Armoured Brigade, which was heading to the west to cut the track linking Derna and Mechili. The Italians fired on the move, hit several tanks and pursued as the British swiftly retired, calling for help from the 2^nd Royal Tank Regiment, which ignored the signals through complacency. By 11.00, the British had lost several light tanks and one cruiser tank, one cruiser tank had a jammed gun and the third such tank was retiring at speed after expending 50 rounds to knock out two M13 tanks. Eventually the 2^nd Royal Tank Regiment was alerted, caught the Italian tanks sky-lined on a ridge, and knocked out seven M13 tanks for a British loss of the single surviving cruiser tank and six light tanks.

Tellera intended to use the Raggruppamento 'Babini' to harass the southern flank of the British and cover a withdrawal from Mechili, but Graziani ordered him to await the clarification of events. By the evening, a report had arrived from Babini that his group was down to between 50 and 60 tanks, and that their performance had been disappointing, along with alarmist tales of 150 British tanks advancing round the southern flank. Graziani ordered Tellera to disengage the Raggruppamento 'Babini' by the morning of the next day. Some tanks of the group had been held back at Benghazi and work had begun on a defensive position at Sirte, 440 miles (710 km) westward along coast. On 25 January, the Australian 2/11^th Battalion near the coast engaged the 60a Divisione autotrasportabile and Bersaglieri companies of the Raggruppamento 'Babini' at Derna airfield, making slow progress against determined resistance. Italian bombers and fighters flew sorties against the Australian 2/11^th Battalion as it attacked the airfield and high ground at Siret el Chreiba. The Bersaglieri swept the flat ground with field artillery and machine gun fire, halting the Australian advance 3,000 yards (2745 m) short of the objective.

The 4^th Armoured Brigade was ordered to encircle Mechili and cut the western and north-western exits, while the 7^th Armoured Brigade cut the road from Mechili to Slonta, but the Raggruppamento 'Babini' had retreated from Mechili during the night. The group was attacked by fighter-bombers of the Desert Air Force to the south of Slonta during the next day and pursued until 28 January by the 4^th Armoured Brigade. On 26 January, Graziani ordered Tellera to continue the defence of Derna and to use the Raggruppamento 'Babini' to check any advance to the west from the area of Mechili and Derna. Tellera requested more tanks but this was refused until the defences of Derna began to collapse on the next day. On this day, the Australian 2/4^th Battalion in the area of Derna and Giovanni Berta attacked and cut the toad linking Derna and Mechili, and one company crossed the Wadi Derna during the night. On the northern edge of the wadi, a bold counterattack with artillery support was made across open ground by the 10o Bersaglieri of the Raggruppamento 'Babini', which with reports in the morning that the group was attacking round the southern flank, deterred the Australians from continuing the advance on Derna, at the cost of 40 Bersaglieri killed and 56 taken prisoner.

During 27 January, Australian attempts to attack were met by massed artillery fire, against which the Australian artillery reply was rationed to 10 rounds per gun per day. The Australian 2/4^th Battalion repulsed another counterattack by an Italian infantry battalion. A column of Bren gun carriers of the Australian 6^th Cavalry Regiment was sent to the south on a reconnaissance of the area in which the Italian tanks had been reported. The column was ambushed by a party of the Raggruppamento 'Babini' with concealed anti-tank guns and machine guns: four Australians were killed and three taken prisoner. The 11^th Hussars found a gap at Chaulan, to the south of the Wadi Derna, which threatened the Raggruppamento 'Babini' and the defenders in Derna with encirclement, and Bergonzoli ordered a retreat. The Italians disengaged on the night of 28/29 January before the garrison could be trapped, and Raggruppamento 'Babini' rearguards cratered roads, planted mines, set booby traps and managed to conduct several skilful ambushes, which slowed the British pursuit.

The Italians in Libya were dependent supplies from Italy, which were moved by road and short stretches of railway. The Via Balbia from Tripoli to Benghazi was 600 miles (965 km) long, prone to flooding and attacks by the Desert Air Force now that the last was in range. Driving on desert tracks to avoid air attack increased vehicle wear and led to more accidents. The Raggruppamento 'Babini' had escaped destruction at Mechili on 24 January, but the inferiority of the Italian tanks and also the fact that they were substantially outnumbered (possibly as a result of British attempts at deception with a dummy tank regiment) led to doubts that Derna could be held. The 10a Armata still had about 100 medium and 200 light tanks, of which about half were serviceable. Rumours circulated among the Italians about British intrigues in Tunisia and Algeria and the exploits of the Long Range Desert Group, Free French émigré forces and Senussi rebels in the southern province of Fezzan, which added to Italian apprehensions about the western and southern approaches to Tripolitania. It had soon become clear to Graziani that the British were attempting the capture all Cyrenaica. On 1 February, he reported to Mussolini that he intended to withdraw to Sirte, where Gariboldi, the commander in Tripoli, had been ordered to prepare defences. On 3 February, after Graziani had sacked Berti, Tellera assumed command in Cyrenaica with instructions to supervise the retreat. The Australians had caught up with the Italians 6 miles (9.7 km) to the west of Derna, at Giovanni Berta, on 31 January and British air reconnaissance reported indications of a general Italian withdrawal.

Late in January 1941, the British learned from decoded messages that the Italians were evacuating Cyrenaica through Benghazi along the Via Balbia. Major General Iven Mackay’s Australian 6^th Division pursued the Italians along the coast road to the north of the Jebel Akhdar, with the 11^th Hussars on its left flank. Raggruppamento 'Babini' reports about the Hussars led Tellera to assume that the 7^th Armoured Division was behind the Australians, so he did not assemble a significant flank guard or expect an outflanking move through Msus. The Australians closed on Giovanni Berta during 1 February, but the Italians eluded them by the speed of their withdrawal. O’Connor had intended to pause while supplies were built up around Mechili and wait for parts of Major General M. D. Gambier-Perry’s new 2^nd Armoured Division, under the acting command of Brigadier H. B. Latham to 12 February, to arrive. The failure to trap the 10a Armata led O’Connor to ignore the lack of supplies and the decrepitude of his 40 serviceable cruiser tanks and 80 light tanks. On 4 February, the 7^th Armoured Division was ordered to intercept the remnants of the 10a Armata by moving inland 150 miles (240 km) from Mechili to Msus, in order to cut off the Italians between Soluch and Ghemines.

All British aircraft were to support the move and protect trucks carrying a one-day quota of supplies just behind the tanks and a big convoy with two days' supplies a short distance farther back, but Desert Air Force ground attacks had been stopped on 3 February because of an engine shortage. Even if all the supplies arrived no more could be delivered for several days, which meant that a battle had to be won in three days or fail through lack of fuel, water and ammunition. Italian wireless interception of the 11^th Hussars' messages revealed Soluch as its objective, and Tellera inferred that the British armoured forces would advance on Msus and Sceleidima. Little could be done, apart from withdrawing through the jebel at a faster rate, sowing Thermos bombs along the path of the British advance, and placing garrisons in Msus, Sceleidima and Antelat to delay the British forces. The rugged terrain was hard going for the British tanks and caused more delays than Italian countermeasures: if a tank broke down it was simply left until a recovery team arrived to tow it back to Tobruk. At dawn on 4 February, the 11^th Hussars departed Mechili over ground which had been reconnoitred only from the air, to avoid alerting the Italians. Low-flying aircraft had reported that the going was difficult and for the first 50 miles (80 km) the route was the worst yet encountered in the desert. By 15.00 armoured cars had reached Msus, 94 miles (151 km) away, where the garrison left hurriedly, and some cars followed up for another 30 miles (48 km) to Antelat. Brigadier William Gott’s 7^th Support Group reached the 4^th Armoured Brigade, which was still preparing to move from Mechili.

News arrived from air reconnaissance that a large Italian convoy was located to the south of Benghazi, which was taken to mean that a general withdrawal from Cyrenaica had begun. (The convoy was actually carrying rear-area personnel; most of the XX Corpo d’Armata was to the east of Benghazi and the Raggruppamento 'Babini' was covering the Italian rearguard, which was retiring from Barce.) Because the British tanks needed more time for maintenance, Creagh took a bold decision to send an improvised flying column of wheeled vehicles to the south-west across the chord of the jebel, to block the Via Balbia between Benghazi and Agedabia as quickly as possible. The tracked vehicles were to follow on to the south-west, rather than continue westward to Soluch. Lieutenant Colonel J. F. B. Combe’s 2,000-man 'Combe' Force comprised single armoured car squadrons of the 11^th Hussars and King’s Dragoon Guards, the 2^nd Rifle Brigade, an RAF armoured car squadron, six 25-pdr field guns of C Battery 4^th Royal Horse Artillery and the 106^th (Lancashire Hussars) Battery Royal Horse Artillery with nine Bofors 37-mm anti-tank guns portée.

In the Jebel Akhdar, the Australian 6^th Division advanced along the Via Balbia, with the Australian 17^th Brigade leapfrogging a battalion to Slonta, where the Australian 19^th Brigade, using the rest of the divisional transport and captured petrol, passed by and reached Barce on 5 February despite the presence of mines and roadblocks. (The Australians reached Benghazi before the fall of night on 6 February, despite more mines and heavy rain.) 'Combe' Force reached Antelat during the morning and by 12.30 had observers overlooking the Via Balbia to the west of Beda Fomm and Sidi Saleh, about 30 miles (48 km) to the south-west of Antelat and 20 miles (32 km) to the north of Agedabia, with the rest of 'Combe Force following. An Italian convoy drove up about 30 minutes later and ran into a minefield, where it was ambushed. The British artillery, anti-tank guns and armoured cars, threw the column into confusion. Some members of the 10o Bersaglieri tried to advance down the road and others looked for gaps in the British positions on each side of the road.

The Bersaglieri had little effect as they were unsupported by artillery, most of which was with the rearguard to the north. The attempts by the Italians to break through became stronger and in the afternoon, the 2^nd Rifle Brigade crossed the Via Balbia into the dunes in order to block the route to the south between the road and the sea. Combe also brought up a company behind the roadblock, placed some 25-pdr gun/howitzers behind the infantry and kept some armoured cars manoeuvring in the desert to the east in order to deter an Italian outflanking move. Several hundred prisoners were taken but only a platoon of infantry could be spared to guard them. The vanguard of the Italian retreat had no tanks, contained few front-line infantry and had been trapped by the ambush which forced them to fight where they stood.

While awaiting the arrival of the 4^th Armoured Brigade, which had been brought up to establishment by transfers from the 7^th Armoured Brigade and had the 3^rd Hussars, 7^th Hussars and the 2^nd Royal Tank Regiment under command, Combe reconnoitred to the north and near a small mosque found several long, low, north/south ridges with folds between them, in which tanks could hide from the road as they moved back and forth to fire at close range. The brigade set off from Msus at 07.30, led by light tanks and cruiser tanks of the 7^th Hussars, followed by the 3^rd Hussars, brigade headquarters, 4^th Royal Horse Artillery, 2^nd Royal Tank Regiment and D Battery of the 3^rd Royal Horse Artillery in the rear, about 2 miles (3.2 km) back. The journey was delayed by the need to move in a single column through a field of Thermos bombs, and it took the brigade until 16.00 to cover the 40 miles (64 km) to Antelat, where it came into the range of 'Combe Force wireless transmissions. Combe briefed Caunter to head for the mosque to the north of the roadblock and then to attack all along the Italian column in order to reduce the pressure on 'Combe Force. Caunter ordered the 7^th Hussars and the artillery to head at full speed to the Via Balbia followed by the 2^nd Royal Tank Regiment in their slower tanks, and the 3^rd Hussars were sent to the north-east to cut the routes from Soluch and Sceleidima. The brigade moved westward on hard, flat sand, raising clouds of dust in the process, and soon reached the Via Balbia.

The tank going was found to be good, and while some tanks ran out of fuel, the rest pressed on to the ridges, from which they could see the traffic jam on the road. Despite the fuel shortage, the 7^th Hussars attacked the Italian column at points 3 miles (4.8 km) apart to create maximum confusion. The first attackers caught the Italians stationary and then divided to the north and south to run past the convoy in both directions, shooting at everything on the road. Little return fire was offered, because most of the Italian troops were rear-area personnel or civilians, and many Italian drivers tried to escape by heading to the west off the road into the sand dunes, where they became bogged. Lorries carrying petrol caught fire and lit the dusk, illuminating targets for the British gunners and giving the tanks en route a mark at which to drive. The British artillery was not needed, so the crews rounded up about 800 prisoners and recovered undamaged Italian vehicles, particularly those carrying petrol, to refuel stranded tanks.

Seven cruiser tanks of the 2^nd Royal Tank Regiment arrived to the north of the hussars and destroyed the anti-aircraft battery from Benina airfield by the light of burning vehicles. As dark fell the attacks were stopped despite the Italian disarray, because the 4^th Armoured Brigade had been reduced to syphoning the petrol from artillery vehicles and looting Italian supplies to keep going. A better organised and supported Italian breakthrough attempt had to be anticipated for the morning, and the tanks disengaged and moved about 2 miles (3.2 km) to the east of the road to refuel and re-ammunition. Italian vehicle movements around Ghemines and air reconnaissance reports showed that the Italians had achieved a measure of co-ordination and that reinforcements were arriving from the north. Two tanks were seen in the gloom but the crews surrendered to a British soldier who knocked on one of their hatches. Farther to the south, a Rifle Brigade patrol escorting two Royal Horse Artillery anti-tank guns moved along the column, firing from different points to give the impression of a larger force and to keep the Italians pinned down as 'Combe' Force dug in deeper and sowed more mines.

To the north, the Australians captured Barce just after the Italians managed to detonate an ammunition dump, and then pressed on toward Benghazi. Tellera had to retain part of the Raggruppamento 'Babini', rather than send all of it to the south to reinforce Bergonzoli, for the attempts to break through to Agedabia. The 7^th Armoured Brigade, now with only the 1^st Royal Tank Regiment after the reinforcement of the 4^th Armoured Brigade, and most of the 7^th Support Group, had driven to the west from Msus to capture Sceleidima. The fort had been garrisoned by Colonnello Riccardo Bignami’s Raggruppamento 'Bignami') to block the route towards the northern end of the Italian column on the Via Balbia, and Tellera detached another 30 tanks from the Raggruppamento 'Babini' as reinforcements. The breakthrough attempts to the south could not be fully reinforced and the Italians could not expect to be undisturbed for long by British attacks along the convoy or the Australian advance along the Via Balbia, toward the tail of the column. When the rest of the Raggruppamento 'Babini' arrived at Beda Fomm it could be supported only by improvised artillery and infantry groups, which had little idea of British dispositions, in the absence of reconnaissance.

During the night, Bergonzoli organised an attack along the Via Balbia to pin the defenders, and a flanking move by the Raggruppamento 'Babini' eastward through the desert, just to the west of a feature known as the Pimple to get behind 'Combe' Force, because the retirement of the 4^th Armoured Brigade into laager, had led Bergonzoli to believe that the force would concentrate in defence of the roadblock. At 08.30 the Raggruppamento 'Babini' advanced without artillery support and with no knowledge of the situation beyond the first ridge to the east. Caunter had ordered the light tanks to continue the harassment of the convoy’s flanks and that dealing with the Italian tanks was to be left to the cruiser tanks, with the artillery supporting both forces. The British had 32 cruiser tanks and 42 light tanks left near the Italians on the Via Balbia, with 10 cruiser tanks and eight light tanks in the 1^st Royal Tank Regiment to the north, but these were held back by Creagh and sent to the south from Sceleidima to Antelat as a reserve after Creagh received reports that the 10a Armata was already to the south of Ghemines. The 7^th Support Group, which was left with only the 1^st King’s Royal Rifle Corps and some artillery, was held up at Sceleidima by minefields covered by artillery and the tanks of the Raggruppamento 'Babini' detachment. The 1^st Royal Tank Regiment lost contact with the brigade and became lost in a sandstorm and no air support was available, because the advanced airfields occupied by the RAF were out of range, as were those of the Regia Aeronautica, which could make only a few sorties to Beda Fomm.

At dawn on 6 February, the Australians continued their attacks on Benghazi from the north and the 1^st King’s Royal Rifle Corps made slow progress at Scledeima, from which Bignami was ordered to retire at 10.00, send the Raggruppamento 'Babini' detachment to the south to reinforce the attack on the Pimple and to keep the British off the rear of the column. The 7^th Support Group followed the retirement, occupied Soluch and sent patrols towards Ghemines and Benghazi. During the morning of 6 February, patrols reported that the Italian column was several miles long. The 2^nd Royal Tank Regiment held the Pimple, a low, round hillock to the west of Beda Fomm, from which the road could be watched in both directions. Farther to the west were 2 miles (3.2 km) of flat sands between the road and the beach. The 2^nd Royal Tank Regiment had 19 cruiser tanks and seven light tanks still operational, and was instructed to halt 10a Armata columns on the road by attacks from the east. To the north, the 7^th Hussars with one cruiser tank and 29 light tanks was despatched to find the northern end of the Italian column and attack it from both sides of the road. A squadron of the 3^rd Hussars' light tanks was to watch for the 1^st Royal Tank Regiment on the tracks leading northward to Soluch and Scledeima from Antelat, which left seven cruiser tanks and six light tanks to attack the convoy about 4 miles (6.4 km) to the north of Beda Fomm.

The 2^nd Royal Tank Regiment was left near the Pimple and A Squadron, equipped with Cruiser Mk III tanks, received the attack of the Raggruppamento 'Babini' at 08.30. The first wave of ten M13 medium tanks advanced slowly and was surprised when the turrets of the British cruiser tanks appeared over a ridge 600 yards (550 m) away. The cruiser tanks' gunners rapidly knocked out eight of the M13 tanks before the tanks disappeared below the ridge. The cruiser tanks drove to the ridge near the mosque and knocked out another seven M13 tankss with the same tactic. The Italian artillery opened fire on the mosque and every operational tank still available to the Raggruppamento 'Babini' advanced towards the Pimple and the mosque. C Squadron, in its slower Cruiser Mk I and Cruiser Mk II tanks, arrived and the commander of F Battery, 4^th Royal Horse Artillery drove in a truck next to the tank of the 2^nd Royal Tank Regiment’s commander, directing the guns, whose fire threw up clouds of dust, obscuring the movements of the tanks. The British tanks had the advantage of radio, unlike most of the Italian tanks, which had to move to an objective and then stop while the commanders dismounted to receive orders.

At 10.30 and in conditions of poor visibility, the 7^th Hussars tried to find the rear of the Italian column and cut the road to the west of Beda Fomm, just as another large Italian convoy arrived from the north. This was escorted by M13 tanks, which forced back the hussars and showed that the 10a Armata had far more than 60 tanks, since that many had already been knocked out. Support by the 1^st Royal Tank Regiment was needed but, having emerged from the sandstorm near Antelat, this needed to refuel before moving. The M13 tanks of the Raggruppamento 'Babini' mixed with the column and kept the light tanks at a distance, but these still managed to cause much damage and confusion. The units of the 4^th Armoured Brigade moved from position to position among the ridges near the Pimple and mosque, raiding the column as more M13 tanks arrived from the north. 'Combe' Force could see the fighting and picked up Italians who got through, C Battery bombarding any Italian party which looked organised and by 12.00 a lull had fallen and the Rifle Brigade officers' mess tent was raised behind the reserve company.

The weather turned to rain as more Italian columns arrived near the Pimple and were engaged by the cruisers and light tanks of the 2^nd Royal Tank Regiment wherever there were no Italian tanks to stop them. By 12.00, 40 Italian medium tanks had been knocked out, leaving about f50 such machines, and the 2^nd Royal Tank Regiment was down to 13 cruiser tanks, of which three were knocked out by Italian artillery. The Italian rearguard arrived in the afternoon and the concentration of tanks and artillery enabled the Italians to recapture the Pimple, open the road to the south and continue the outflanking move to the east. The attacks of the Raggruppamento 'Babini' left the convoy free to move past the Pimple and A Squadron pursued the Italians, firing into the convoy and setting many vehicles alight, forcing drivers to abandon their vehicles and others to leave the road for the dunes to the west, where they dodged British artillery-fire and attacks by the light tanks of C Squadron, which took 350 prisoners.

At 15.00, the 7^th Hussars found the northern end of the Italian column and attacked, the 3^rd Hussars to the north-east of Beda Fomm facing the Raggruppamento 'Babini' had been ordered to stand its ground, and the 2^nd Royal Tank Regiment had been pushed back from the Pimple and had tried to get across the road to the western side but been repulsed by Italian artillery fire. Communication with the British artillery had failed when the armoured observation post had been knocked out, which took an hour to remedy before the artillery could shell the Pimple once again with accuracy. The 1^st Royal Tank Regiment arrived from Antelat as night was falling and intercepted the Raggruppamento 'Babini' as it was breaking out just to the north, but several Italian vehicles and 30 tanks got past the Pimple. Bergonzoli abandoned attempts to hook round the eastern flank and sent the last of the Raggruppamento 'Babini' to the west through the dunes, just as the 2^nd Royal Tank Regiment had to re-ammunition, and reported at 18.00 that it was incapable of stopping the main column, which had begun to move to the south through the British artillery fire. Caunter ordered the 4^th Armoured Brigade, which still had 15 operational cruiser tanks and 55 light tanks, to take up night positions closer to 'Combe' Force. The 1^st Royal Tank Regiment was almost intact.

On 6 February, 'Combe' Force had faced some well-organised attacks by artillery with tank support, which had been repulsed by C Battery Royal Horse Artillery and nine Bofors anti-tank guns of the 106^th Royal Horse Artillery. Italian infantry had used wrecked tanks as cover for their advance, but many more had lost hope and surrendered. During the night, some tanks from the Pimple arrived and four were knocked out by mines and gun fire, four got through with some trucks, and the rest gave up. O’Connor had spent 6 February with Creagh at the headquarters of the 7^th Armoured Division, in touch with Mackay at the headquarters of the Australian 6^th Division. Advanced units of the Australian 19^th Brigade had entered Benghazi unopposed during the afternoon, to a great welcome by the Libyan inhabitants, and during the night O’Connor ordered Mackay to send two infantry battalions past Benghazi to attack the tail end of the 10a Armata's columns. Just before dawn on 7 February, the 7^th Support Group attacked the northern end of the Italian convoys, the 2^nd Royal Tank Regiment moved to the south along the western side of the Via Balbia, and the 1^st Royal Tank Regiment moved to the east to cover 'Combe' Force’s desert flank. The Italians had only about 30 tanks left and planned to force their way through 'Combe' force at dawn, before the British could attack the flanks and rear of the column.

The attack had artillery support as soon as it was light enough to see movement by the anti-tank guns portée of the 106^th Royal Horse Artillery. The 2^nd Rifle Brigade’s infantry remained under cover as they were overrun by the Italian tanks, which concentrated on the Royal Horse Artillery’s anti-tank guns. C Battery of the 4^th Royal Horse Artillery fired on the 2^nd Rifle Brigade’s positions as the tanks passed and the 2^nd Rifle Brigade resumed fire on Italian infantry following the tanks in order pin them. The M13 tanks knocked out all but one anti-tank gun and kept going into the reserve company area, but the last gun was driven to a flank by the battery commander, his batman and the cook. The improvised crew started firing as the last M13 tanks drove toward the officers' mess tent put up the day before and knocked out the last tank 20 yards (18 m) from the tent. On the road, the Italians could hear British tank engines on their flanks and from the rearm and farther to the north the 4^th Armoured Brigade surrounded another group, at which point the Italians surrendered. The Australians had reached El Magrun, 15 miles (24 km) to the south of Ghemines, about half way to the Pimple, and the Australian 19^th Brigade’s battalions were ferried onward with all speed. The Beda Fomm area had become a 15-mile (24-km) line of destroyed and abandoned lorries, about 100 pieces of artillery, 100 destroyed or captured tanks, and 25,000 prisoners, including Tellera, who was discovered mortally wounded in one of the M13 tanks), Bergonzoli and the 10a Armata's staff.

The British plan to trap the 10a Armata had worked despite the facts that the British were outnumbered 4/1 in medium tanks and that the majority of the Italian tanks were new, while the British tanks had covered more than 1,000 miles (1610 km) since the beginning of 'Compass' (i). The speed of the dash from Mechili had surprised the Italians, despite the obvious danger of such a move, especially when the British reached Msus on 4 February: had the Italians on the Via Balbia been prepared for a roadblock and made an organised attack, the 10a Armata might have escaped. The British had gambled with the provision of fuel and supplies, which were capable of sustaining only a short operation, and narrowly succeeded but the pursuit could not continue beyond El Agheila as almost all of the British vehicles had suffered mechanical failures or were merely worn out. O’Connor requested through Wavell that the government reconsider the conquest of Tripolitania, just as the Greek government announced that it would resist German aggression and accept reinforcement by the British if sufficient forces could be made available.

The success of the 7^th Armoured Division encouraged a belief in the Royal Tank Regiment, that manoeuvre could win battles but the engagement with the Raggruppamento 'Babini' on 24 January also led to the conclusion that armoured divisions needed more artillery. No integration of tanks and infantry was considered necessary, nor was the concept that anti-tank guns should be used offensively and that the lack of cover from air observation in the desert, over which the British lacked air superiority, encouraged dispersion to avoid air attack, at the expense of the concentration of firepower at the decisive point. As a result of very limited nature of supply and transport, conservation during lulls also encouraged the use of small 'jock' columns each comprising one motorised infantry company, one field gun battery and several armoured cars. The success of such columns against the Italians led to exaggerated expectations which were to be confounded when better equipped and trained German troops arrived in Libya. The 7^th Armoured Division concluded that the defensive mentality of the Italians, had justified the taking of exceptional risks which would be unjustified against German forces.

Only a few thousand men of the 10a Armata had escaped the disaster in Cyrenaica, but the 5a Armata still had four divisions in Tripolitania and the Italians reinforced the Sirte, Tmed Hassan and Buerat strongholds from Italy. This brought the total of Italian soldiers in Tripolitania to about 150,000 men. The Italian forces in Libya experienced a revival in 1941, when the 132a Divisione corazzata 'Ariete', the 102a Divisione motorizzata 'Trento' and the 101a Divisione motorizzata 'Trieste' arrived in the theatre, which also received better equipment. Italian anti-tank units performed well during 'Brevity' and 'Battleaxe', and the 132a Divisione corazzata defeated the 2^nd Armoured Brigade at Bir el Gubi on 19 November during 'Crusader'.

In the 'Battle of Beda Fomm', the British took about 25,000 prisoners, more than 100 tanks (many of them still operational), 216 pieces of artillery, and 1,500 wheeled vehicles. During 'Compass' (i), the British had advanced some 500 miles (805 km), destroyed or captured about 400 tanks and between 845 and 1,290 pieces of artillery, taken 133,298 Libyan and Italian prisoners of war (including 22 generals), and seized a vast quantity of other war matériel. The Italian general staff recorded the loss of 960 pieces of artillery of all types. The British and commonwealth forces suffered 500 dead, 1,373 wounded and 55 missing, a portion of which was incurred at Beda Fomm.

The defeat of the 10a Armata appeared to mean that the British could hold Cyrenaica with fewer ships, men and aircraft as long as the offensive was terminated. Naval and air commanders were against another offensive, having supported two land campaigns, supplied Malta and protected Egypt from the growing threat from the Luftwaffe. On 9 February, Churchill ordered the advance to stop and troops to be despatched to Greece in 'Lustre' for commitment in the Greco-Italian War and to forestall a German invasion. On 11 February, Wavell made a lukewarm suggestion to the chief of the Imperial General Staff for a continuation of the offensive, emphasising the opposition of the RAF and Royal Navy. On 8 February, the 11^th Hussars patrolled westward without air cover to an area 130 miles (210 km) to the east of Sirte, lifting prisoners and equipment and finding no organised Italian defences.

The first German troops of Rommel’s Deutsches Afrika Korps landed in Tripolitania on 11 February as part of 'Sonnenblume'. With the arrival of the Germans, the Axis rout ended and the British faced an opponent, better equipped and better led, during a period of temporary weakness. On 25 March, Gariboldi replaced Graziani, who had asked to be relieved as governor-general of Libya. Wavell made Wilson the military governor of Cyrenaica and disbanded the headquarters of the XIII Corps, dispersing its skilled and experienced personnel. On 14 February, as the 11^th Hussars handed over to the King’s Dragoon Guards, through a haze were seen aircraft which made the most devastating attack that the Hussars had experienced; a few hours later Junkers Ju 87 single-engined dive-bombers arrived overhead and attacked.